Masks and Fancies
by Stella Madison
Summary: The Marauders and Company are up to their usual tricks. Add blackmail, secrets, revenge, cousins, and a love triangle too- Clearly things aren't as they seem. Sirius/OC, James/Lily, Remus/the same OC as Sirius? Oh my.
1. Secrets

_Disclaimer: I gladly give all credit for the characters and plot of Harry Potter to J.K. Rowling!_

_Summary: As the story opens, we pick up where Harry leaves off in Order of the Phoenix. You will recall that Harry took a jaunt in Snape's memory he had placed in the Pensive and witnesses Sirius, James, Remus, and Peter at Hogwarts in their fifth year._

* * *

"That's the bell. Come on James, put him down already. Nobody wants to see you pull down his knickers," Remus said as he walked over to where James and Sirius were dangling Snape upside down in the air. James gave a flick of his wand and let Snape fall to the ground. Remus motioned over his shoulder with a slight jerk of his head. "We're going to be late for the Transfiguration O.W.L. if we don't go."

"Oh come off it Mooney, don't tell me you're going soft on old Snivellus here," Sirius scoffed. "Did Evans' little rant get to you?"

Remus let out a half-hearted laugh and they began to walk in the direction he had just indicated as Snape cursed behind them. Sirius looked over at the remaining girls by the water, and met eyes with a dark-headed Gryffindor girl. He gave a smirk and she smiled back at him with a mischievous grin. Sirius held her gaze for a few more seconds and turned away. He took a deep breath, adjusting his bag on his shoulder and ran his hand through his hair.

"Wait for me," Peter wheezed as he sprinted to catch up with the others. "You weren't trying to run off without me, w-were you?"

James laughed, "Wormtail, if you were any brighter I don't think I could stand it."

Sirius gave a ragged sigh. "It's always so boring around here! If it weren't for the full moons, I think I might go mad from being shut up in this stuffy castle."

"Glad to know my suffering isn't in vain," joked Remus in hushed tones.

"Sirius—how _can_ you be so abysmal," James asked earnestly. "Exams are almost over and you can't have forgotten that the masquerade ball is only a few days away."

"James, I think it's _you_ that has forgotten. I am not going to the ruddy ball."

"Don't be such a killjoy. Honestly, it's not as if you don't have loads of girls to pick from," James motioned to a group of giggling third year girls following them. "Tell him, Mooney."

"I don't really want to go either mate. I think that for some reason, the girls around here would prefer guys who don't have a habit of sprouting a snout and fangs every full moon. Not to mention from the looks of things back there, you aren't gonna have date either." Sirius let out a loud, bark-like laugh.

"Well it's not as if we are going to the ball to dance anyway." James said composedly. "Think about it, an entire room full of masked people. What better chance to wreak a little havoc without the worry of getting caught?"

The foursome came to a stop a few steps outside the classroom, where the majority of the class had already assembled.

"Did I hear someone say something about wreaking havoc?"

The same girl Sirius had been looking at was now walking toward them with a smile. Her shoulder length, dark brown curls bounced with every stride and her bright green eyes glinted in the sunlight from the window. She glanced around the group with a smile. "You lot wouldn't be up to something now would you," she asked with an arched eyebrow. Her eyes stopped on a Sirius as he loosened his tie and swept his long hair off of his face.

"Didn't see you at breakfast Felicity," James said taking no notice of her pinking cheeks.

"I was up late studying," she stifled a yawn, "and I overslept this morning."

She cast a quick glance at Remus who appeared to be engrossed in his book. He looked up at her and then returned to it as quickly as he had strayed. He was fully aware that Felicity hadn't been up late studying.

"But don't go trying to change the subject," she said hastily.

James gave and innocent shrug and messed his hair haughtily, "I don't know what you're talking about. We were merely discussing the masquerade ball."

"Quite harmless, I can assure you," Sirius added.

She looked at him perceptively, "_Somehow_ I can hardly believe that any discussion between you lot can be harmless."

Remus laughed as he placed the book in his bag, "She's got a point, you know."

The crowd started to move into the classroom, and the group shuffled along.

"Licity, I'm hurt," mock pain spread over Sirius' face as he wiped an invisible tear from his cheek. "All this time I thought you liked hanging around us irresponsible miscreants!" A smirk passed over Felicity's face, only to be replaced by a look of pure frustration.

"Well if it isn't my lovely Blood Traitor of a cousin."

Felicity stopped abruptly and turned on her heel, "Lucius, have things really been so slow today that you couldn't find anyone else to nauseate with your presence."

He smiled smugly, "Tsk, tsk. There's no need to be harsh."

"Really? I find there is always more than enough reason to be harsh with you, Lucius," Sirius quipped, stepping in front of Felicity.

Lucius sneered, "When I want comments from unkempt vermin, I will ask for them." He looked past Sirius to his cousin, "Until then, keep your boyfriend on a leash."

Felicity glared at him, her jaw having gone rigid with anger. "He's—we're—_what_ do you want Lucius?"

"I need to talk to you-" He glanced at Sirius, "alone-later. Meet me in the library by the restricted section after dinner."

"Right, no thanks," she said pushing Sirius aside.

Lucius took a step forward and lowered his voice to a hissing whisper, "You will be there, or I will have to let slip to the whole school about your little friend Lupin's- shall we say- monthly issue."

"You filthy little-," Sirius growled as Felicity instinctively put out her arm to restrain him. She let her mouth fall open, "I'll be there."

"I thought you would see things my way." The classroom was starting to quiet as students prepared to take their last exam. Lucius swept past, leaving his cousin and Sirius standing in the doorway.

* * *

The Gryffindor common room was buzzing with the usual end-of-exams excitement as the group climbed through the portrait hole. The skidding thud of James' bag on the table in the corner drew little attention with all the commotion. "Yeah well. Malfoy can just well piss off if you ask me," James growled as he sat down. "How did he find out anyway?"

"Lucius has a way of finding things out, especially if he can use them to his advantage," Felicity said with a gloomy tone.

"Yeah, and I wouldn't be too surprised if Wormtail is the one that told him. You notice he made himself scarce after Transfigurations," Sirius suggested accusingly.

"Padfoot-really- Peter is harmless," James said putting his feet on the table. "A bit annoying, but harmless."

"A _bit_ annoying! He's mental," Sirius mocked. "He always follows us around, watching and listening to everything we do. Don't you find it odd how attentive he is sometimes..."

The sound of Sirius's voiced faded as Felicity walked over to the window where Remus stood. The lines in his face seemed more noticeable than usual, and his eyes lacked any flicker. She reached out and gently placed a hand on his arm.

He didn't look at her, but sighed heavily. "I have a bad feeling about this Licity. I don't think you should go by yourself. There's no telling what Lucius wants."

"Remus he's my cousin. I seriously doubt he'll hurt me. I don't know what he has up his sleeve, but we can't risk him telling everyone."

"That's my point," He grumbled through gritted teeth. "I would feel better if one of us went with you. It's my fault you have to go anyway."

"It is _not_ your fault," she said indignantly. "Lucius is vile, and will use whatever means necessary to get what he wants. He wants to talk. If that's all it takes to keep you safe, then I'll do it."

He finally turned to her with a serious look. "You can't trust him."

"I agree with Remus," Sirius said appearing at her shoulder. "I wouldn't trust Malfoy for a thousand Galleons. Let us go too, we can use James' invisibility cloak."

"No _we_ can't," James said firmly.

Felicity smiled, grateful to have someone on her side. Sirius and Remus were taken aback. "What," they exclaimed in unison.

"Sirius and I have our last team meeting at the Quidditch pitch tonight."

"Then I will go," Remus said defiantly.

"If Lucius catches you-or suspects anything- he will out you for sure. I will be _fine_. Please," she looked him in the eye, pleading. "It's not worth it."

"Come on. Just let her go Remus. You heard her. She'll be fine," James said distractedly. He was watching a group of girls going out the portrait hole with great interest. "Come on, let's go to dinner."

As they all started for the portrait hole, Felicity felt a tug on her arm. She turned to face Remus, who waited until he was sure the others were out of earshot to speak. "Are you still going to meet me tonight," he whispered hurriedly.

"Yes," she whispered quietly. "I will tell you all about what happened with Lucius _then_, I promise."

"Come on," James yelled impatiently from the portrait hole.

Felicity turned to them with a smile, "Oh please, it's not as if you will get a seat next to Lily- even if we run!"

* * *

**Author's Note: I would first like to thank you for taking a moment to read my story. I started this back in 2006, and I'm just glad people still want to read it. I also feel the need to put a plea for you to continue here. There is much more going on with Remus/Felicity/Sirius than meets the eye-it may not be what you expect either! Let's not forget about James and Lily either! Reviews are deeply appreciated, as always. **


	2. Blackmail

Chapter 2

A small wave of relief spread over Felicity as she leaned against the bars of the restricted section. She had just spent nearly the whole of dinner avoiding furtive glances from Sirius and Remus, as though they were silently pleading their case. Honestly, she was getting a little annoyed with the two of them. Did they really think she was so helpless that she couldn't handle her own cousin?

The growling from her stomach served as a reminder of how little she had eaten, but she was too preoccupied to dwell on it. Her mind was racing: What _did_ Lucius want; and more importantly what was of such importance that he had to blackmail her to ensure she came? How had he found out about Remus; was Sirius right about Wormtail? He always seemed a little odd; giving her a sort of unnerved feeling.

She stared at the stone floor and listened to the echo of hurried footsteps drawing near. "What do you want Lucius," she asked loudly. "It must be something important if you were willing to tarnish your precious reputation by speaking to me publicly today." She looked up with a start. She was _not_ looking into the face of Lucius Malfoy, but rather that of Severus Snape.

"Hello Felicity. I hope you haven't been waiting too long," he said with a smile that seemed more like a leer.

"Severus- I- where's Lucius," Felicity stuttered in disbelief.

"He made this arrangement at my request. I hope that doesn't bother you too much. Doubtless that you prefer my company to his," he said leaning against a bookshelf. "Even if he is your cousin."

"Well, my end of the arrangement was to meet Lucius-not you- so I think I'll be leaving, thanks."

"I think not Felicity," said a familiar drawling voice. Lucius stepped out from behind a bookcase with a look on his face similar to Snape's. Felicity glared at him with pursed lips. "Of course you are free to leave if you wish. I'm sure the rest of the school would care a great to know about Lupin's little secret."

"No," Felicity forced through clenched teeth. "Just get on with whatever this is about."

"Of course, we wouldn't want to keep you in suspense," Lucius said coolly. "I'm sure you're aware of the upcoming masquerade ball?"

Felicity raised an eyebrow, "Yes. What about it?"

"You will be glad to know that I have aquried an escort for you," he said dryly.

"Oh, really," Felicity scoffed. "Well I know you might find this hard to believe Lucius, but I am perfectly capable of attracting someone all by myself."

Lucius' smirk grew even wider, "Oh I have no doubt that one of your revolting cohorts has probably already asked you. But that's of very little concern to myself or Severus."

"No actually. No one has asked me," she lied. She was not about to give Lucius any more ammunition to vex her further this evening.

"Even better," Snape chimed in.

"How pitiful," Lucius offered. "More's the chance you'll be happy about my little arrangement then."

Horrified understanding hit Felicity as she looked between the two Slytherins. "Wait! No-you're not seriously suggesting that I—with him?"

"Yes, he is," Snape said with a hint of pleasure in his voice. "You will be attending the ball with me."

"No, I'm not," Felicity refused vehemently. "You're mental! I may not hate you like James and Sirius do, but that doesn't mean I want to waltz all night with you either."

"I'm afraid you don't have much of a choice, dear cousin." Lucius stepped forward, grabbing her arm tightly above the elbow. "You know what will happen if you refuse."

"Why…why would you do this, Lucius," she implored. "What's so important about a ridiculous ball that you would threaten someone's—existence?"

"Existence, is that what you call it? He's a monster," his grip on her arm tightened. "Besides, I seem to have missed the part where we said you get to ask questions. My motives are none of your concern."

"Let's just say that I did Lucius a favor in kind," Snape suggested. "He has chosen to repay that kindness with a show of his own. After all, you are still a pureblood so there's no shame in being seen with you at my side."

A look of realization passed over her face. "That's why you've been making such great marks in Potions all term. He has been doing your homework, hasn't he?" Felicity stared into the cold eyes only a foot away from her own, "I wouldn't doubt if you made him drink polyjuice potion and take your O.W.L. for you too! But then again, you had no way of assuring that I would agree to your little bargain with Snape. What did you do, threaten to have Crabbe and Goyle beat up Pettigrew until you got some kind of useful information out of him?"

"Have I not made it clear that my affairs don't concern you," Lucius spat. "It amazes me that a girl of your ancestry could even bare to keep the company that you do."

"You're one to talk," she retorted. "Of course, I should have expected something like this from you. Just like a Malfoy, using people and blackmailing them to get ahead, because you think you're too good to be required to do anything for yourself. Perhaps my ideals were never the same as yours, Lucius. You see people as pawns in your repulsive little games. I don't have to buy my friends or terrorize them into submission. I'd rather be a so called blood-traitor than admit I share one drop with someone like you."

"Regardless, that is a fact that you will never escape." He glared down at her, raising his voice to be heard by anyone in earshot. "But if you're going to be this much trouble then I will just go on about my way. I'm sure everyone would love to know we have a WER—"

"Stop," she yelled, throwing an elbow into his side. "I'll go."

Lucius winced and spoke quietly once more, "Very well. You _will_ be in the entrance hall at 7 o'clock on the night of the ball. You _will_ stay with Severus the entire evening. Otherwise you _will_ see just how _manipulative_ I can be."

Without another word, Felicity jerked her arm free, turned on her heel, and stormed from the library.

"Do you think she will show up," Severus asked as the report of her footsteps died.

Lucius' lips curled into a smirk, "I'm sure of it."


	3. Unspoken

Remus began to pace back and forth again, listening for anything besides the hollow ring of his own steps on the wooden floor beneath him. A slight breeze blew in from the balcony, and torchlight flickered with a crack. The light danced across the mirrored wall as the shadows played on the floor.

Suddenly Remus heard the sound he'd been waiting for over an hour to hear. His heart raced as he saw the doorknob turn.

"Merlin's beard! I was starting to get worried 'Licity," he said as he hurried to meet her. "Please tell me you haven't been in the library all this time?"

"Hardly," Felicity said as she turned the lock. "I had to go back to my dorm and make an appearance so the girls wouldn't cause a fuss." She let out a deep sigh, and turned around to face him. Tonight should be just like every other night they had met, but it wouldn't be.

Remus felt a fresh wave of worry course over him as he saw the redness about her eyes. "Why have you been crying? I swear I will hurt Lucius if he did anything to cause this. What on earth happened?"

"No, it's not—I shouldn't even be crying. It's not the end of the world; it's some ruddy ball! But that's not what I'm upset about it." She couldn't help but start to cry again, "the whole damn mess is so infuriating!"

Remus pulled her to him, hugging her tightly as she cried into his sweater. "Shh, maybe it's better if you start at the beginning. You don't have to talk about it right now if you don't want to though."

"Well you remember how we joked about Lucius having to cheat to make marks like he has all term? Well we weren't wrong. He's been having Snape do all his potions homework."

"What's that got to do with me though," Remus asked as she pulled away from their embrace.

"Not much at first glance, but the issue comes with Snape's payment for his part in Lucius' good marks. I have to assume that in return for the homework Snape was allowed to be seen with Lucius, making him slightly more popular. Let's face it though; it's not as if even that will help him. But taking the Potions O.W.L. using Polyjuice Potion is another beast entirely."

"So Lucius offered you as payment—unbelievable!" Remus blurted out in anger.

Felicity shook her head, and sighed as she walked across the elegant room. The moisture on her cheeks was almost gone, but the breeze helped clear her head. "Not exactly," she remarked.

Remus watched her lean against one of the support pillars that framed the doorway onto the balcony, trying to decide whether or not he should go any closer. "After all, this is all fault entirely anyway," he thought to himself. "What do you mean, 'not exactly," he inquired.

"His payment for taking the test for Lucuis… was me going to the masquerade ball with him, and staying by his side all night," she said inexpressively.

"And the only was to ensure that you would do what he wanted, was by blackmailing you. This _is_ entirely my fault! It's not bad enough that I have to put you all in danger every full moon, but now you can't even enjoy the other things you want to do without it being marred by my curse." Felicity turned to see him slide down the wall and sit in defeat.

"That's not true! I told you earlier that this isn't your fault. This is nothing, in the scheme of things what is one night in the company of Severus Snape? Besides, are you forgetting who we are," She asked as she knelt next to him, gently placing her hand under his chin to bring his eyes to meet hers. "Between the infamous Marauders, me and—with a bit of convincing—Lily Evans, I think I have quite the little plan worked out." Remus raised an eyebrow, and the light seemed to return to his face. "James said he wanted to cause a little trouble, and there's no reason we can't work it to our advantage."

"While that's all well and good, it's not like we can just make Lucius forget what he knows, and I'm sure Snape knows now too," Remus pointed out.

"Don't worry I might have a way to take care of that too. I had a lot of time to think while I was pretending to write my parents a letter back in the dorm."

Remus laughed a little, "I see, and is that what you've been doing every night for the past two weeks?"

"No," Felicity smiled fiendishly. "Sometimes I actually write it." She stretched out her hand to help Remus to his feet. "And on days I'm feeling really cheeky, I even send it off."

Remus stood up, allowing himself to be led to the middle of the room. "Imagine that, actually writing to your parents," he teased. "Do you write about sneaking off to some strange room in Hogwarts to meet a boy?"

"What would I tell them," she smiled. "Dear Mum and Dad, found this random room no one has ever heard about before, and it just so happens to be perfect to teach this werewolf I know how to dance. He's just awful, two left feet—"

"Well except for about once a month, then I guess its two left paws," Remus interjected. "And don't forget the part about hiding it from all our friends." Felicity nodded, and took her wand out.

"And you see the werewolf is quite ridiculous when it comes to this dancing business. You'd think turning into a snarling beast every full moon would help that, but no. He can't stand the idea of his mates finding out because then they'll rib him mercilessly. Which makes no sense to me, because I doubt any of them know how to dance either. So here we are, hiding out and dancing late into the night."

"Exactly," Remus said with a smile. He also took out his wand, and the two turned in the direction of the phonograph in the corner.

"_Occupo Tuli_," they said in unison, and swished their wands to mirror the others movement.

Instantly music began to fill the room, and he offered his hand out to Felicity. "Quite handy, that thing."

"I'm just glad it came with the letter on how to use it. I find it funny that it takes two people to turn it on though. This room really is perfect for this sort of thing," she mused.

"Yes, well now that you're done _not_ telling your parents what sort of mischief you're getting in to," He bowed, and extended his hand. "May I have this dance?"

"Why, yes you may. Let's see what you remember." As she lightly placed her hand in his, Remus pulled her much closer. He let his other hand come to rest on the small of her back, and he felt the warmth of her opposite hand on his shoulder. "You've got this, so stop looking down at my feet. You have to lead, remember?"

"I think I can handle it," he said with a smirk. "One, two, three." Remus started on count, and moved straight into a sweeping turn, and then led her around to the right. He held her hand as they stopped and she spun away from him, gracefully extending her free arm. As she spun back into him, he placed his hand on her waist to steady her as they took three steps back together. She couldn't help but smile while her back was to him, never giving away how proud she was of how far he'd come in their two weeks.

Her face turned intent again as he halted them and turned her to face him by guiding her arms above their heads. She softly lowered her arms, coming to rest in the position where they had begun. Remus nodded lightly as he continued to guide her into the broad round they made around the floor, charmingly twirling as they went. The music began to crescendo as the circle was complete, and Felicity spun out again to ready herself for the ending. Remus felt a swell of relief that they had nearly finished without a single mistake. He held out his arm, ready to catch her, and she began to spin with the music letting herself get carried away altogether.

At once she realized her mistake; catching her foot on Remus' she lost her balance completely. She shut her eyes tight as they tumbled and rolled onto the floor. The two bumped the leg of the table, and the record ripped to a halt. Remus was on his back, and Felicity was awkwardly next to him on her side.

"I'm _so_ sorry Remus, I wasn't paying attention," she blurted out as she propped herself up on her elbow. "Are you alright?"

He let out a small snigger, and sat up quickly. "I'm quite fine, really. I was just hoping to make it through without any blunders this time. I must have had my foot out too far, but I thought—"

"Not at all," she cut him off. "I got so carried away in trying to forget everything else that I forgot to spot my spin too. I was the one that made the blunder."

"I don't think it's very gentlemanly of me to agree with you though," Remus said as he stood up and extended his hand. "But I was doing rather well that time."

Felicity brushed his hand away, and stood up on her own. "I can stand up by myself thank you, and your right. It's _not_ very genteel." She gave him a light punch in the arm and walked over to the phonograph. "Don't get too cocky, or you'll end up like Sirius. Heaven's knows we don't need two of him."

"They'd probably kill each other just by trying to outdo the other," Remus laughed as he looked at his watch. "I didn't realize it's almost one-thirty in the morning."

"Oh no," Felicity gasped, and Remus looked at her perplexed.

"That's really not so bad 'Licity. We've been up later than this. Unless you have some pressing appointment to keep," He scoffed.

"No, it's not that! I just remembered that I'm going to have to tell Sirius about all of this mess with the Ball. He's going to be furious," she realized.

Remus shook his head, "I'm really not sure I follow you. I mean sure he's probably going to want to lay Lucius out. But—"

"Yes, of course," she agreed. "But two nights ago when I got back to the common room, he had waited up to ask me to go with him. I said yes, of course."

"I see," Remus muttered, successfully hiding his unhappiness.

Felicity continued, "It was quite likable, because he didn't have the pluck to ask me in front of you all. I was looking forward to it actually. Our last trip to Hogsmede he hinted at it, but I couldn't be sure you see. Then Lucius has to go off and call him my boyfriend earlier…"

Remus nodded silently and listened as she continued. She mentioned something about Snape, and how she'd have to keep James and Sirius from pummeling him. He agreed with her, and gave a half-hearted smile.

"What about you anyway, you never did tell me about that girl you'd been meaning to ask," She inquired as she flicked her wand at the phonograph.

He was caught unaware, and realized she was talking to him, "Oh well you know, I've been thinking of asking Lily Evans just to miff James. I don't think she'd say yes, but he'd sure have a go at me for it," He joked.

"That's simply genius," She gushed. "But we're going to need him at his best if we're going to pull of this plan of mine…"

Remus walked across to room to grab his school bag, and couldn't help but let out an inaudible sigh. "What is this plan anyway," he asked. If he could keep her talking, then he knew he wouldn't have to think about his own disappointment.

**See what I mean? Nothing is ever what it seems to be. Thank you again for perusing the wanderings of pen—or keyboard in this case. There's even more marauding ahead, so don't stop here. As always, reviews are deeply treasured.**


	4. Studying

Felicity peeked around the stone corner, hoping to avoid the gaze of any professor that might still be on corridor duty. She and Remus had worked out a system at the start of their late night meetings, one leaving twenty minutes before the other in order to avoid being caught together. The only thing worse than being caught out of your dorm this late was being found with another student of the opposite gender. Professors always assumed the worst when it came to that sort of thing.

"You teenagers and your raging hormones! It's a wonder you even attend classes," Professor Binns had remarked the last time he saw her and Sirius walking back from supper. She hadn't been aware her flirting was all that noticeable.

Seeing that the coast was clear, Felicity took the last set of stairs to the Gryffindor common room two at a time. The Fat Lady smiled with a wink, and whispered, "Password dear?"

"Canny conundrum," Felicity whispered in reply.

"Oh I do love alliteration," she mumbled as her portrait swung open to allow Felicity to walk inside.

"Thank you," Felicity said with a passing wave. The fire in the common room was almost out, and the room appeared to be deserted. She breathed a sigh of relief, glad to not have to make excuses to anyone.

"Well there's only one test left tomorrow, and we all know you've got Divination down cold. So don't even try telling me you were out studying too," Sirius said with a distinct sound of suspicion in his voice.

"Too?" Felicity asked innocently. She turned slowly to see him sitting lazily in the overstuffed armchair closest to the fireplace. He smirked and raised an eyebrow in silent questioning.

"Yes, Remus came through a little bit ago," he remarked. "I can buy that he was out studying—mostly because girls frighten him more than a full moon—but he's also down right abysmal at dream interpretation."

"Oh I see," Felicity said off handedly. She was still biding time while she thought of a convincing lie. "I might just ask you why it is you're still up and awake yourself?"

She ran a hand through her dark curls, and with a gentle sway in her hips she leisurely walked across the room to him. She looked him in the eye, holding his gaze as she sat on the arm of the chair. Crossing her legs, she propped her elbow on her knee, cradled her chin in her delicate hand and gave him a mischievous grin.

"But it seems as though you're avoiding my question, and trying to change the subject altogether," he quipped. In one swift motion, he placed an arm around her waist, and scooped her into his lap. "So what is it that you're trying to hide?"

Felicity blushed, giggling a little, but put up no fight whatsoever. "I suppose no that you've got me, you're going to make me talk? Well I warn you, I'm a tough one to crack."

Sirius grinned happily, always up for a challenge. He brought his other arm up to encircle her, "Oh I don't know about that. But then again, I've been known to use some pretty convincing tactics." He reached up and tucked a lose strand of her curls behind her ear.

"You can try anything you like, but I'm not telling," she quipped, feigning disinterest in his hold entirely.

Sirius led her face back toward him, placing his hand on her cheek. "Your sure there's nothing I can do to convince you," he asked in a low voice, leaning closer to her. "Nothing at all?"

"Oh—I, uh—I wouldn't say nothing. Maybe, there might be..uh…something," she stammered as he inched closer to her lips. She held her breath, not sure if she should close her eyes.

"Did you have anything in mind," he whispered. She could feel his words on her lips, but she refused to let herself move a fraction of space forward at all. She wanted him to make the move. Her eyes found his, and suddenly the creak of the portrait startled them both. The two jerked their heads toward the entryway, minds racing to see what excuses they'd need to make.

Two figures were there in the dark, fumbling to get into the room. The girl giggled and her counterpart shushed her while trying not to laugh himself. The soft glow of the embers from the fireplace provided just enough illumination to see a medium-tall, ginger-haired boy in a very disheveled sweater. Next to him was a shorter girl with hair almost matching his in shade and certainly besting it in disarray. Neither noticed Felicity or Sirius as they exchanged a few short kisses.

"Ahem," Sirius cleared his throat. "Molly, Arthur, how are you this—uh—morning?"

The two jumped apart as if a blast-ended skrewt had gone off between them. "Uh, um. Ahem, uh, Sirius. Felicity. I..or we, rather," Molly muttered.

Arthur spoke up, "we were just out, er…stud—,"

"Studying, yes that seems to be the story going around for a lot of people," Sirius laughed. "Rest assured your secret is safe with us."

"Thanks, mate. I really appreciate it," Arthur said with an overwhelming air of gratitude in his voice. "I'm..uh…well, I guess it's off to bed then. Seperately, of course."

"Well, yes—of course," Molly said with an awkward laugh. "So I guess we'll be seeing you." Molly started to walk toward the staircase and stopped. A look of realization dawned on Arthur's face, and he took a few steps to catch up to her. "Goodnight…er, Morning," he said with a goofy grin. Leaning over he placed a small kiss on her cheek, and another on her forehead. Molly didn't say anything, simply rushing up the stair as she blushed. Arthur seemed to have forgotten anyone else was in the room at all as he spun around on one foot before heading up the opposite staircase.

Felicity grinned and turned back to Sirius. "Well, I can't say that we shouldn't probably be heading that way ourselves."

Sirius smirked as well, and ran a hand through his hair. "I suppose you're right. Though you never did tell me where you were," he inquired again.

"Well, you never managed to get it out of me. Besides, a girl does need her beauty sleep," she said as she tapped his nose lightly. "I shall have to fill you in on all the other goings on over breakfast." She stood up and straightened her skirt.

Sirius got to his feet, and snagged her hands in his, pulling her closer to him once more. "I wondered when you were going to get around to telling me whatever it was that git wanted to see you about. You're going to make me wait until breakfast to find out?" Sirius looked at her with the best puppy-dog eyes he could manage, which for him was quite genuine.

Felicity placed a finger on his lips, and moved her face just millimeters away from his. "You know Sirius…somethings _are_ worth waiting for."

She smiled as she turned on her heel and walked up the same staircase Molly had ventured up just a few moments before. Sirius watched as she went, shaking his head. He couldn't argue with her, because right now he felt as though he could wait forever.

* * *

Author's Note:

As always, let me know what you think everyone! I also have a new editor, who has been instrumental in making this come back around. We make a pretty good team! More up soon.


	5. Angst

"Sirius, stop! You can't," Felicity pleaded as she placed a firm hand on his chest. "It's one night, so please stop making this into a bigger deal than need be!"

This was what much of the scene had been as she tried to reason with him from the Great Hall, all the way to the clock tower courtyard. Felicity was starting to realize that telling Sirius nonchalantly over lunch wasn't such a great idea. Though it did seem like it was going better than telling him over breakfast might have.

Sirius stepped into the afternoon sun, as the bell tolled once. He glanced feverishly around the open area, trying to find his target through the groups of students smattering the cobblestone yard. A furious look of contempt washed over him as he saw the glint of platinum hair. "Well, thanks. It matters to me," he barked at Felicity before turning his attentions elsewhere.

"Who the hell do you think you are Lucius? You can't go around screwing with people's lives as you damn well please," Sirius shouted over Felicity's head toward the Slytherin circle across the courtyard. Lucius motioned for Crabbe and Goyle to be still, as they had readied themselves to take on Sirius.

"Though, I'm really not quite sure what it is you're going on about, I think you'll find I _can_ do whatever I want," Lucius remarked offhandedly. Felicity was surprised to feel herself inching closer to his voice, though she was certain she hadn't moved an inch since they came into the courtyard. Soon she was all that stood between two of the most combustible elements in her life. The normal entourage Lucius kept sniggered quietly, only hushed by the look he shot them. "Don't you lot have somewhere to be?"

The group muttered their collective disapproval, one golden haired girl in particular. Malfoy ignored this, and turned his gaze back to the pair before him.

Sirius had turned a vibrant shade of red as his rage took over. "People are bound to ask questions if you keep making a scene," Felicity hissed in a seething whisper

"Oh, we wouldn't want that, would we? That would be _most_ unfortunate I think. At least, for the _beast_," Lucius mocked quietly.

Felicity spun around, and glared at him. She could feel Sirius strain against her, ready to strike. "Keep pushing me _Lucius_, and I will make your life a living hell."

Lucius laughed, "Of course, dear cousin. I wouldn't want to lose your invaluable services."

Sirius wouldn't be held back any longer, and with a push had moved Felicity out of the way, "give me one good reason I shouldn't break your face!"

Lucius laughed, "Because Black, I hold all the cards."

Sirius couldn't argue that point, but began to raise his arm. Having regained her balance Felicity shoved her way between them, turning on Sirius.

"STOP IT! Just. Stop. Will you just-_go away_," she said forcefully. "I don't need, or want your ridiculous, overprotective ego to look out for me. I can handle this on my own. You're only making it worse. At any rate, I see little difference in going with Severus or you to the ball. It's not as if either of you really give a shit about me."

Sirius let his arm fall to his side, and mouth drop open. "Have you gone completely mental? You're taking _his_ side in all of this? Maybe I shouldn't have pushed you, but-"

She put up a hand to stop him, "But nothing, _Black_. You're embarrassing yourself."

"Wow, and finally your pureblood shows through," he uttered. "You two really deserve each other. Do you really think Remus wants this—you acting like a—whatever, have fun." He let his shoulder hit her as he walked past them both.

She balled up her fists, trembling with anger, and turned to face Lucius. "Now then. You can leave too, or you can forget about my part in any of this!"

Lucius smirked stepping toward her, and pulled her into an awkward hug. Felicity tensed, though she didn't struggle. "I do hope Black is watching this, because there's something so moving about having my blackmail, and making him eat it too." He breathed into her ear. "That's the beauty of this little set up, _'Licity," _he placed a cold hand on her cheek. "You don't have the freedom of choice. So I suggest you hold your tongue, because for all intents and purposes-I own you." He placed a lingering kiss on her cheek, and left. "See you tonight."

High above the courtyard Remus, James, and a winded Sirius watched him disappear through the archway to the entrance hall. James sighed, "He really is a tosser. He does know they're actually—they're blood relatives, right?"

"Yeah, well I have never pretended to understand you Purebloods," Remus joked.

Sirius hadn't taken his eyes off Felicity's figure far below, "Oh shut it, Mooney. You know very well neither of us have a damn thing to do with them. Batshit- the whole lot of them." He breathed heavily from his run up the unending flights of stairs in the tower. Felicity had now disappeared from the courtyard. "By the by, James. How did you get rid of Wormtail?"

"He's taking care of the masks for tonight," James said proudly. "I threatened to tell Peeves what loo he frequents most if he botched it up."

Sirius put his back to the window, and let his head rest against it. "Good, everything is almost ready."

Remus sighed, "I just hope Lucius bought that little performance from you two down there, or this is going to be much harder than we anticipated."

"Oh he did," Felicity said as she topped the stairs. "If that disgusting hug was any indication. I feel like I need a shower."

James laughed, "Well, you do reek of Slytherin."

"This coming from the four-eyed idiot that occasionally grows antlers," she quipped. "Everything is almost set. Wormtail is taking care of the masks, you three know when and where you have to be, and Evans and I will take care of the necessary distractions. Sirius, don't forget the map." There was a specific edge in her voice on that last note, or so Sirius thought.

"Never do," he said with his usual smile. Watching her lay out their plans was one of his favorite pastimes. That was how these things went: he provided information and staged the work; Remus was the sensible one that always went along with them; James enlisted the necessary people; and Felicity coordinated it all. Wait, was it getting warm in here? "Damn stuffy castle," he thought to himself, jerking his head to keep his hair out of his face.

"Right. Remember, if something goes wrong, don't panic. I'm going to do whatever it takes to make sure he has enough time to take care of all four of them. So nobody needs to be hasty about getting me out. I _can_ handle myself." Remus seemed quite certain she'd been talking to him. Though he noticed Sirius pushed himself off the wall, perhaps feeling the same.

"What exactly are you saying, 'Licity? I mean just how far are you willing to go with this," Sirius asked pointedly.

Felicity was a little taken aback, "Have _you_ gone mental? It's not like I'm going to go off and start snogging him in dungeons! I just have to make sure the plan works. This is not that big of a deal- I'll be his arm candy, have a few dances, drink bad punch. _What_ is your problem? Or where you even acting down there?" She looked him in the eye, searching for what it was that he wouldn't say. All she found was coldness."

"Nothing. Forget I said anything. See you all tonight," he mumbled moodily as he left. For whatever reason, Sirius seemed to have turned an odd shade of green.

"Padfoot, wait," James said quickly. "I'll deal him you guys. He'll be fine, it's just—well you know. See you tonight."

Remus waited until he heard the echo of James' steps die out before he said anything. "He's right you know, Sirius. Just how far are you going to take this? If that _hug_ down there _was_ any indication, I'd say the only reason _you_ aren't Lucius' date tonight is because of Narcissa."

"He's my cousin! Not like a fourth or fifth one either, so I think he's got more shame than that! I know you're worried, about all of this. But _really_—"

He threw up his arms, "It's no big deal! Yeah—I know—you keep saying that! But you don't get that this is a _big deal_—to me! I'm sick of not being able to just have friends, and cause trouble like every other teenager. I constantly put all of you at risk, and if this doesn't work tonight—Lucius will have a definite way to control the four of us—six if you count Lily and Peter. That's two more years of my own special brand of hell. So no, I really don't think you get it."

"It's not like I don't appreciate how hard this is for you, really I do-"

Remus closed the short distance between them in seconds, and stopped just inches from her. "Can you just stop it for a second," he breathed, barely containing his irritation. "Stop holding everything together and treating me like I can't handle how you really feel."

She blinked for a moment, not knowing what to do. "What are you talking about?"

"Either you really are happy to do whatever Lucius wants you to, or you won't let any of us see that you hate him as much as we do. Neither option makes a lot of sense... so cut the crap and tell me what the hell is going on in there," he said pointing toward her chest. "What he's doing isn't _normal_... you get that, right?"

"Please tell me this is some sort of screwed up joke, and I'm just missing the punchline. You honestly think that I'm _OKAY_ with what he's doing! This _isn't normal!_ He's screwed up and wrong. He enjoys watching the people around him suffer, and making them dance to his sick orchestrating! As if that's not bad enough, he's hurting everyone I love—care about. I hate him more than you can truly understand. He's pathetic…I pity him."

"The same way you _pity me."_

"_Do you hear yourself? _Maybe you should stop and take a long hard look at what we're all trying to do—for you. And you think I _pity_ you..."

She shook her head, and started to cry as she walked down the stairs. Today wasn't really going as well as she hoped. Not only were two of her best friends seemingly pissed beyond reason with her, but her cousin also seemed to have the hots for her. Tonight was going to be a long night.


	6. Courage

"Come on Crabbe, everyone has already left," Goyle pleaded from in front of the mirror in the Slytherin boys dormitory. "I don't want to be on the receiving end of one of Lucius' Bat-Bogey hexes if we don't get there in time to go in together."

Crabbe's voice echoed from behind the door to the bathroom, "Ohhhhh! That why he's making us all wear the same stupid mask!"

Goyle rolled his eyes after giving his teeth a final once over, and winking at his own reflection. "It's a good thing _one_ of us got the looks _and_ brains at least! This is all he's been talking about for the past week."

Crabbe emerged from the bathroom slightly winded, and an unhealthy shade of a purplish-red. His dress robes seemed to be puckered at odd places, giving him the vague look of a sausage gone very wrong. "Well, I think buying the next size down really is more slimming," he mused.

Goyle turned around just in time to catch an eyeful of his sidekick screwing up his face in feigned ease and comfort. "Hrm..uh…ahem. I mean—are you sure you can breath all right," he sputtered, suppressing his laughter with a cough.

"I won't be able to with that bloody mask on all night, that's for certain!" Crabbe jabbed a thumb over toward his bedside table, glancing at himself in the mirror. He feebly attempted to straighten his vest once more. "That tiny little opening to breathe through? He's mental. You tried yours on yet?"

Goyle stepped over to his four-poster bed, and lifted his mask to the hanging lantern in the center of the room. The light shown eerily through the empty eyes of the silver face staring back at him with deep emerald scrollwork etched around its edges. "I don't know why he decided we needed these heavy metal things, but they're bound to keep the ladies off—so we can have our pick of the litter."

"I wasn't aware there were girls that wanted to dance with you in order to scare them away in the first place."

In the doorway stood two students next to one another, wearing masks identical to the one in Goyle's hand.

"Son of a banshee! Lucius I didn't even recognize you with that thing on!" Crabbe walked forward, slack-jawed in amazement. "You scared the piss out of me though. Wicked fun!"

"Transfiguring your hair to match the rest of us though was a brilliant touch," Goyle joined in, falling into the usual pattern of flattery. "Maybe Felicity wouldn't hate you so much if you looked more like that mangy excuse for a pureblood she's dating."

"Shut it," Lucius hissed. "Do you two morons even understand why we're doing all of this tonight!"

A look of realization crossed Crabbe's face, his hand shooting in the air expectantly. Goyle quickly slapped it down, stepping forward to talk over him. "Well, yeah. We're not as dumb as he looks." Crabbe opened his mouth for a moment, but decided to nod in agreement instead. "You gotta make sure Snape and you switch places at that dance. That way Narcissa won't have Cornish Pixies over you being with Felicity."

Lucius and Snape glanced at one another in apparent realization, and then slowly looked back to Crabbe and Goyle. "Uhhh, of course. Very good Goyle," said Snape loudly, striding over to the pair. "But how do you think we got Felicity to come with me in the first place?"

Crabbe scratched his head with stubby fingers, tilting it to one side. "Is this some kind of test, because you never said anything about a test. You just said she was doing it because her parents would be mad if she didn't."

"Exactly! So glad to see you were listening after all," Lucius practically shouted with enthusiasm. "So let's go make our spectacular entrance then!"

"Uhh, yeah. Okay," Goyle said with a sideways glance at Lucius. He and Crabbe headed toward the door to leave. "And they think we're dumb—they can't even remember their own plan."

A loud thudding sound came from the floor as the two looked down at their feet to see a brown pouch skid to a halt. The green vapors seeping from it's top promptly filled the air with the rotten stench of half-month old cabbage and mothballs.

"Petrificus Totalius!" A piercing crack rang throughout the room, and both Crabbe and Goyle went pale. Each boy teetered like a top before falling face first into the floor with a heavy thump.

"Nice one, Mooney," James Potter said while still fanning the stench from the dungbomb away. "Merlin! These things are foul. Remind me to thank the Pruitt brothers next time I see them." James started to remove his mask until Remus placed a hand out to stop him.

"We can't be seen, people have to think we're them. And don't you I think it's odd that Lucius didn't tell these two about the blackmail," Remus noted with a motion to get going.

"Gilderoy get in here already," James called toward the common room, grabbing a nearby cushion and stuffing it under his shirt. "These two couldn't spell blackmail, much less understand it. Is this fat enough to pass off as Crabbe? You're right—it's too much. Gotta go for subtle." Remus simply shook his head, watching James fuss over his newly acquired ponytail in the mirror.

A strawberry-blonde boy stuck his head around the corner of the doorframe, smiling nervously. Stepping over the two bulky Slytherins, he drew his wand and cleared his throat. "_Obliviate!" _Two globes of yellow light floated from his wand, and landed gently on the heads of Crabbe and Goyle. With a small pop, each sphere vanished like a bubble.

"There you have it then—simple as that, boys! They won't remember a thing about this, or how they got hexed. Though I doubt it would make much difference if I wiped their memories completely. Now if you'll excuse me, I don't want to be late meeting Lily. See you in a little while."

James muttered to himself as Lockheart left, "We could try a jelly-legs jinx on you, and then you wouldn't be dancing with _anyone_ tonight. How about that," James spat crossly.

Remus gave James a pat on the back, "You know it could be worse. I thought about asking Lily myself, mate!"

He had barely finished his sentence before taking off, laughing as he sprinted through the Slytherin common room—James close on his heels.

Severus Snape rhythmically flicked his wand up and down, watching the tip illuminate and dim in turn. The corridor was vacant, most students having already made their way to the Great Hall. He glanced up for what must have been the twelfth time in two minutes. He was growing impatient.

"Something the matter?" Felicity's voice rang brightly from atop the staircase. "It's 6:58, so I am quite on time." The rustle of her sapphire gown seemed to nullify any hostility Snape had felt just seconds before. Her brown curls were pinned up with bright clips to match her dress, and her white, feather mask stopped just above her cheeks. She sighed as Snape extended an arm to her. "Let's get this over with."

He laughed quietly—a feat Felicity was sure he wasn't actually capable of doing. "You could actually try to enjoy yourself you know, I'm not so bad. _We're _not so bad."

"Yes, I'm sure the rest of the dungeon keepers are just as lovely as you," Felicity quipped. "And I can assure you, one night in your company will be more than enough."

The Great Hall was teeming with excitement, and chatter. The entire cavernous space had been transformed into an elegant ballroom with tapestries lining the walls, and windows. The glass doors along the eastern wall had been opened to allow access to the narrow balcony, and the night view of the lake. The enchanted ceiling boasted bright fields of stars, light clouds and the half-full moon. Chandeliers floated overhead, dripping with crystal that danced in the breeze. Sweeping music poured from a full band of instruments bewitched to play by themselves. The brightly colored robes mixed with the warm glow of candlelight were almost intoxicating. Felicity could hear the murmur of whispers from other students as they passed. She couldn't blame them; if it wasn't for her absolute contempt, she could hardly believe she was standing with Severus Snape either.

Lily smiled genuinely after receiving Professor Sinestra's compliments on her attire. She tugged gently on one of her gloves to ensure it was in its place, and smoothed her pink chiffon skirt.

"He's right you know—you do look absolutely stunning!" Gilderoy flashed a brilliant smile. "We make a smashing couple, don't you think?"

"What I think," Lily said kindly, "Is that I would like some punch."

Lockheart shrugged wryly, "Can't blame me for trying. But I'll go get you a cup anyway."

His figure disappeared through the crowd, and Lily peered over at Felicity through the petite mask that framed her eyes in golden stars. She nodded once, indicating to her partner in crime that Crabbe and Goyle had been disposed for the evening—James and Remus would be taking their places. Felicity smiled, turning her attention back to her forced laughter at another of Snape's potions jokes.

"Here you go! One _lovely_ cup of bubbling rainbow cider for the _lovely_ lady," Lockheart chimed. "It was blue when I picked it up, but it seems to have a habit of changing colors at random. Not quite sure how that factors into the flavor though."

Lily's amused expression seemed to twitch for just an instant, "By the way, I wanted to thank you for doing this for me tonight. It's really great of you." She leaned over and placed a small kiss on his cheek, causing Lockheart to blush.

Meanwhile, James froze in mid-step as he and Remus made their way toward the gathering of Slytherins. Having just witnessed Lily's act of appreciation, his mask was the only thing that kept the whole world from seeing just how red his face had turned. "What can he possibly have that I don't?"

Remus laughed heartily, "A date with Lily Evans—now come on. Felicity will be needing us, and try to turn your Lily radar off for a little while. Unless you want to have to explain—in fluent _Crabbe_ I might add—why you suddenly fancy a…well you heard what Snape calls her."

James followed Lupin closely, lowering his voice. "Can I _please_ kick him after Sirius takes him out? Please, just once! Right in the face?"

"Crabbe! Goyle! So nice of you imbeciles to finally join us," Lucius chided. "What took so long anway?"

James tilted his head down in pretend shame, "It was my hair. Goyle had a right terrible time getting it to transfigure like you wanted us to do."

This however, was not entirely untrue. His—James' hair—had been most uncooperative with the simple transfiguration spell. At one point he had waist-long, golden locks; the only reminder from this being the splitting headache he now had. "still doesn't look as good as the rest of you."

"Well when you already grow ridiculous amounts of hair once a month, a little ponytail isn't an issue," Remus thought to himself. Though outwardly he settled on a brief nod in Lucius' direction. "You want to go out and come back in though?"

"Don't be a moron, Goyle," Lucius hissed, shaking his head. "You two are already wearing your masks-as are Severus and myself now that you've taken so blasted long in getting here. What would be the point?"

"I'm not going to lie, the matching business is just slightly creepy. I can hardly tell your voices apart either," Felicity interjected. "Was there a sale at Flourish & Blotts?"

Before anyone had time to respond, Professor Dumbledore took the steps where the teachers table normally sat, and silenced the enchanted instruments with a flick of his wand.

"_Congratulations_ to each of you on finishing another wonderful year here at Hogwarts! I couldn't be more pleased at the overwhelming response to our end of the year ball. Furthermore, I would like to see this become one of our proud traditions here at Hogwarts. _Most importantly_, I want tonight to be a night of firsts for _many _reasons," He began.

"You all know that tonight—being a masquerade—masks were mandatory. The intention was that there is a certain amount of courage that can be found behind a mask that may not otherwise be found. Whether that is a good thing or not… is up to each of you. I encourage you perhaps take a chance tonight. Dance with someone you might not know, say something you might not otherwise find words to express, or take a chance you couldn't normally."

The rising tide of whispers swiftly spilled over into gasps of awe at the shower of purple sparks overhead that had issued from the Headmaster's wand.

"To assist you in this quest for the evening I have placed a small enchantment over the ballroom. From this moment forward, until the stroke of one o'clock, your masks will remain in place. Should you return to your dormitories for the night prior to the stroke of one… the enchantment will release on its own." Students began to look around at one another, worried.

"Before anyone panics," Dumbledore continued. "You will find that this is not painful, but rather will tickle somewhat when you try to remove it. The masks have become more like an extension of your own face, while still keeping your identity as much of a secret as you allow. So on that note," he clapped his hands twice, dimming the chandeliers. "Have fun."

The assortment of giggles, gasps, and squeals was almost deafening. Most students reached up to tug at their masks, amazed to find themselves doubled over in laughter.

"Looks like Dumbledore finally put the bats in his belfry to good use, this could be fun," Lucius shouted over the ruckus, rounding on Narcissa. "Would you care to dance?" Narcissa yelled excitedly, and accepted his hand-happily allowing herself to be led to the dance floor.

"I suppose this means we'll be dancing now," Felicity asked, trying and failing to sound like this was something that actually held interest for her. Snape huffed from behind his masks, eyes fixed on the crowd now celebrating.

"As much as I enjoy my peers making fools of themselves I rather like the view from a distance. You'll be staying here with me too though, so perhaps you'd like to join in my mockery," Severus asked in earnest.

"You must be joking," Felicity said flatly. "If I'm forced to spend a night on your arm, I want as much dancing and as little talking as is humanly possible. Or so help me, I will shove you off that balcony myself."

Severus turned his back to the dance, facing Felicity directly. His eyes were alight with anger more intense than Felicity had seen from him so far. "Don't try me _Felicity_, or I'm warning you—I will make good on my promise to destroy the life of that stupid freak you call your friend. Potter has seen to it that the one person I called friend was taken from me, so I will not hesitate to see the same is done to any of you."

The mixture of anger and sympathy Felicity felt toward Snape in that moment was unsettling. He was-of course—in reference to the incident by the lake the day before in which Snape had called Lily a mudblood. Though she frequently gave James his credit due for things that were his fault, she knew this wasn't one of those times. Snape's role in this little charade made so much more sense now. He wanted James to suffer, and hurting his friends was the best way to make that happen.

A pink-gloved hand reached up from behind Snape, lightly tapping his shoulder. "Perhaps you'd like to dance with me." Snape whirled around to see Lily Evans standing behind him. "That is, unless you're too good to dance with a—ahem—_filthy mudblood _like me_?_" Lily wanted to ensure that each of her words reflected the pain that had been caused by them. Snape looked as though someone had let all his air out, deflating him like a cheap party balloon. "Well, what's it going to be—_Severus_?"

Snape stood motionless a moment longer before extending a trembling hand to Lily, "Would you care to dance?"

Lily softly placed her hand in his, unable to contain her surprise that he—Snape—had managed to seemingly swallow his pride for a moment. She glanced back over her shoulder at Felicity, giving her a somewhat pained look. If Snape was to be dealt with the same as Crabbe and Goyle had been, then everyone knew Lily had the best shot at getting him alone.

Felicity looked around herself for a moment, realizing she was in fact alone. For an instant she thought what it would be like to be out there dancing with Sirius, having a good time, laughing like the rest of them. She was reminded of her fight with Remus earlier that afternoon, his voice echoing in her head.

"_I'm sick of not being able to just have friends, and cause trouble like every other teenager." _

Her thoughts were interrupted by the music fading to an end, and starting a new tune again. She swallowed the burning in her throat as Narcissa, and who she assumed to Lucius walked toward her from the dance floor.

"Lucius, I at least thought being forced to come to a ball with someone I loathe would mean I would be allowed to dance," Felicity remarked pointedly.

"I saw Snape dancing with that stupid mudblood, Lily Evans. Makes me sick. You could always dance with Crabbe or Goyle though, until Snape is through making a fool of himself. 'Cissa and I were just on our way to the balcony."

Felicity thought she could hear Narcissa hiss, "Have fun," as she passed. Though it was true—dancing with Crabbe or Goyle would normally not be on her list of things to do—this time was a much-welcomed exception. On cue, Remus and James appeared at her side, still playing their respective roles as Goyle and Crabbe.

"Things are really going great 'Licity," Remus exclaimed happily. "This whole thing might just work!"

"That was the general idea," she replied with a smile. "Where's Sirius though?"

"Waiting with Lockheart and the map, keeping an eye on Snape so he knows when to make his move," James said hastily. His attention was focused on the dance, head bobbing around to keep an eye on a certain pink-chiffon dress. "But come on, let's go dance!" Without warning, James whisked Felicity out into the swirling swarm of dancing couples. Falling into place with the dance, James turned them both with ease. Felicity thought he resembled a lovesick owl because his head always managed to face in the direction of Lily and Snape.

"Not that watching you try to break your own neck isn't amusing, but this might be the only time I get to dance James," Felicity called over the crescendo.

James had nearly moved them both across the entire dance floor, "Don't worry Stewart, I've got this under control." With that, Felicity found herself spinning away from James, their hands releasing entirely. She turned back in to the spin, following the steps of the dance when James managed to promptly trade places with Snape. Felicity's eyes grew wide, and rushed forward to take Lily's place with Severus, who was now jerking his head around to try and figure out what had just happened. Felicity put his hand on her waist, placing hers on his shoulder in turn. Snape let himself be led through the motions, his gaze now glued in the direction of Lily. "What the hell is Crabbe doing," he yelped angrily.

"He thought it was part of the dance, I think," Lily managed as she directed them. "He's not very bright."

Lily was having much of the same reaction as Snape, though altogether unsure of who had just switched places with Snape.

"See Evans, I knew you'd dance with me," came a smug voice behind the Slytherin mask.

She rolled her eyes, sighing loudly. "Potter, you idiot, what are you doing?"

"You heard Dumbledore," James laughed, spinning Lily under his arm. "I just wanted to do something I might not have had the courage to do otherwise," he said in mock tones of humility. He brought Lily back to him, holding her closely before dipping her amorously. "That's what tonight is about—after all." He raised her back to her feet, readying for another large spin outward.

Lily smiled as she quickly stuck out her foot, tripping and sending him reeling. Snape seized the moment, turning Felicity in the direction of his staggering companion, and rejoined Lily once more. This was made all the more confusing when a third masked Slytherin cut in, taking James place with Felicity.

"Uh—not to be rude, but which dungeon keeper are you—exactly," Felicity managed. "I've just been through the waltzing version of fruit basket turnover, you see."

There was no response from her dance partner, only a familiar turn and step. She said nothing, but happily played her part in the dance she and Remus had practiced so many weeks together. "He really has gotten good," She thought. The rest of the world seemed to drift into a haze, and for a moment there was no _plan_, there was no _threat_, there was no problems. In that moment, they were _normal_ teenagers, having a perfectly _normal_ time.

The music started to pick up, signaling the end of the number, when a few gasps caught the attention of most everyone in their vicinity. Felicity, Remus, and a sidelined James looked on in shock to see who appeared to be Severus Snape—mask and all—kissing an awkwardly embraced Lily Evans. The music came to a loud and tumbling end when Snape finally pulled away from Lily. No one moved.


	7. Surprise

Lily gasped, hands over her mouth in mortification. Snape stood in front of her unmoving, seemingly waiting for a reaction other than horror. Students returned to their revelry, uninterested in the statuesque scene.

"You've got some nerve, you know that," Lily yelled, running toward the balcony.

Snape pushed his way through the crowd, searching for a door along the side wall.

Remus gave Felicity's arm a gentle squeeze. "I need to talk to you later," he whispered before setting off after Snape. He weaved between, bursting through the bathroom door, and smack into the back of whom he could only assume was James.

"It's about time Goyle," shouted the silver-masked Slytherin directly in front of him. "What the hell is going on with you two?"

Remus jerked his head between his two counterparts, "I—sorry. _What_," Remus asked blankly, trying to maintain his Goyle voice. "I just came in to use the loo."

"You seriously are a moron. And now Crabbe has apparently lost any hold that he might have once possessed over his tiny brain! You, you—kissed Lil-that mudblood?" Snape's eyes were now glittering with malice from behind his mask.

He drew his wand, "Something tells me that you aren't Goyle."

Suddenly, a burst of yellow light sent Snape flying, a shower of mirror shards tumbling to the ground around his motionless form. Sirius Black stepped out of from a stall, laughing to the point of tears.

"Wondered when we'd be seeing you, mate. I really thought Snape was going to kill James for a second there."

"I'd like to see old Snivellus try," James boasted, chest swelling like a pincushion. "He's just jealous."

"So you really kissed her then, Prongs," Sirius asked, rapping the stall next to him with his knuckles. "I'm going to be so disappointed if she slapped you, and I missed it."

Gilderoy Lockheart emerged from the stall Sirius had just knocked on, tucking his wand back inside his robes.

"That's the best part of it," James gushed. "She thinks it really was Snivelly that laid one on her!"

"Sorry, but how does that help you at all," Remus asked, stepping aside to let Lockheart pass.

"It means she'll think he's even more pathetic! After what he called her the other day, and now this-she won't think I'm so terrible for always giving him such a hard time."

"Oh yeah, she'll start calling you _St. Potter_," Remus mumbled. He rounded on Lockheart, "You won't be telling Lily any of this, right?"

Gilderoy furrowed his brow, "Not bloodily likely! In fact, I'm headed out to see if I can console her. Ta ta!" His light blue robes barely fluttered out the door as it closed behind him.

"Like she won't see right through that smarmy smile of yours," James said-trying to sound as if he wasn't bothered by the idea of Gilderoy Lockheart _consoling _Lily.

"Don't worry Prongs, I think Lily knows an imbecile when she sees one," Remus said comfortingly.

"Does she," James asked, a little concerned for what this meant for himself.

"If it'll make you feel better, you can drag that greasy-haired, git over to the toilets. Last thing we need is someone finding him before we take care of Lucius," Sirius explained. "I'll get the mirror." He strolled over to the sea of shards on the floor, "Repairo."

Small glassy pieces soared upward, each finding their previous place until a smiling reflection of Sirius was looking perfectly back at him. He ran his hands through his hair, pulling it back into the emerald ribbon that matches his cohorts. "You know Mooney, you might try the long hair look. It sort of suits you."

"I'll stick to growing a mane once a month mate," Remus said with a chuckle. "James looks pretty awful with it though."

"_Hey_," James protested with a grunt. "I didn't think it was so bad!"

After a final heave, he closed the stall door on a very unconscious Severus Snape. "Colloportus," He said quickly, tapping the doors lock with his wand. With a soft CLICK the door had locked by itself. "I do not feel bad in the slightest for the massive headache he'll have when he wakes up, but at least he won't remember how he got it." He turned to see Sirius pull on his Slytherin mask, giving a shudder as it slid in place.

"Looks like I'm stuck with this thing the rest of the night," Sirius noted complacently. "I'll be glad to get rid of it as soon as possible though."

"Tell me about it," Remus agreed. "But let's make sure we've all got this straight. I'm still Crabbe, James is still Goyle, and now you're going to be Snape."

"Right," James nodded. "Who's getting the girls out once we set off the prank?"

"It's not like it matters what we say, you'll do what you want anyway Prongs. So make sure Lily gets out," Sirius said with a sigh. "Mooney or I will get 'Licity, and we'll all meet up in the Astronomy Tower afterward."

"Smashing," James cheered. "Let's do this."

Sirius withdrew a folded parchment from his pocket, opening it for all three of them to see at once. Footprints moved and shuffled across the diagram of the Great Hall, and scrollwork markers bearing the names of the owners of each set of footprints bumped around beside one another.

"There they are," James noted, jabbing a finger into the small rectangle aside the Hall.

Two pairs of footprints stayed motionless beside one another on the balcony, the markers above them reading 'Felicity Stewart' and 'Lily Evans.' Remus pointed to a small group of floating names near the middle of the dance floor being pushed from one side to the other by one 'Lucius Malfoy.'

"Looks like Lucius is looking for us."

* * *

Lily felt a delicate hand rest on her shoulder, and breathed a sigh of relief. It would've cost her something to admit that she was slightly disappointed that her best friend had been the one to follow her to the balcony.

"Felicity, you really should probably be checking on Severus."

"He made a bee-line for the bathroom after that—well I'm really not sure _what_ to call that," Felicity said as she leaned against the rail to face Lily. "I mean, could you even feel the kiss through his mask?"

The red-headed girl suddenly became very intent on the beading around the edge of her dress straps. The color that flushed her cheeks nearly matched her hair. "Dumbledore must have been serious about the masks becoming an extension of the person's face. It was just as if he was kissing me without it."

"Really…_wow_. I'm not sure if I should say I'm sorry for you or not," Felicity said in the most even tone she could manage. She knew Lily and Severus had been friends for some time, but after he fell in with Lucius all of that had changed. "I mean, I wouldn't want to be kissed by Snape."

"After what he said yesterday, I'm pretty sure I would've slapped him if he had been the one to kiss me," Lily mused, turning her attention toward the lake below.

"Um…did Lockheart hit _you_ with one of his memory charms Lil'? Because that is exactly what just happened in there!"

Lily laughed loudly, "No! The most Gilderoy is guilty of is _vanity_, to the _last_ degree. But the kiss…. _he_ has either underestimated my intelligence, or overestimated the effectiveness of his acting if _James Potter _ thinks that I believed he was Severus Snape for an instant."

Felicity felt her jaw drop open, "_WHAT?" _

Any further discussion about the matter was brought to an immediate halt by a flash of brilliant powder-blue.

"Lily, there you are," Gilderoy gushed as he swept over to her side, taking her hand and kneeling. "Words cannot express how very sorry I am that I wasn't there to defend you against that despicable ruffian."

Felicity nearly put her fist insider her own mouth trying to keep her laughter from spilling out into the night air. It was all she could manage to make it to the opposite end of the balcony, abandoning Lily to fend off the _gallantry_ of Lockheart alone.

"And why aren't you with Severus," asked a drawling voice from the doorway leading back into the ballroom. "Or are you hiding in shame?"

"What would _I_ have to be ashamed of Lucius," she quipped in a voice that was just as icy.

"He prefers the company of a filthy mudblood like Evans, over you—a perfectly stunning girl, and perfectly pureblood. I know plenty of girls that would be in tears over such an insult."

The brunette smiled maliciously at the boy responsible for all her current suffering. "Lesser girls, perhaps. I can assure you I haven't shed a tear, but while we're on the subject—where _is_ Narcissa?"

Lucius took a step closer to her, causing her to back toward the stone banister once more. "Not that it's any of your concern my dear cousin, but she happens to be dancing with Crabbe—or Goyle. It's so hard to tell one idiot from the other in these masks."

"I've been having the same issue all night," she spat vehemently. She could feel the heat in her skin rise as all the anger she had felt over the entire situation boiled to the surface.

"Why do we have to be like this Felicity," Lucius asked, his voice dripping with civility. "We are family, we are blood you and I. That makes us perfect, compatible even—right in so many ways. Yet you take the side of a cursed half-breed …over me?"

He watched as her eyes began to narrow, glaring at him—willing him dead with each passing moment. This was _his_ game, and he was winning.

"Oh I see—it all makes sense now. You feel sorry for the pathetic animal," he laughed, taking a final step forward.

"He isn't like a stray puppy you know, like the ones you used to bring home when we were little. Though your parents won't let you keep him around either. He's a monster Felicity, and he _will_ hurt you given the chance. Kill you even… _All_ I'm trying to do is _protect_ you."

His voice trailed off as he reached up to place a hand on her cheek, brushing a strand of hair aside. She stared into the cold eyes looking down at her through one of many silver masks that had haunted her that evening. This was a side of Lucius she'd never seen, a voice he never used. It scared her.

"My god, you're serious," She muttered in shock. "You actually believe all of this crap you're saying. You really do think we—belong together." Her stomach turned at the last words she spoke.

"I don't know _why_ that's so outrageous of an idea for you to comprehend," He whispered incredulously. Felicity watched as his masked face leaned closer to her own, barely throwing her hands up in time.

"Stop! This is _NOT_ happening," She hissed, trying not to draw any unwanted attention. "Besides the fact that I don't remotely have the tiniest ounce of warmth toward you, _and_ that we _are_ blood relatives— I will always care about Remus, and do what is within my power to help him."

Stunned, Lucius looked feverously between her hands on his chest and up at her face, "You can't do anything to save that disgusting creature."

"You're wrong. And one day, he _won't_ be a monster—but _you _always will be."

Felicity jumped as blaze of yellow light pushed Lucius into her. She struggled to keep them both from tumbling over the edge of the balcony, his unconscious body weighing her down. Panic started to seize her, until someone pulled them both forward. She let herself sink to the cobbled stone, mind buzzing at what had just happened.

"Felicity, are you alright," a voice asked lovingly. He knelt next to her, and hugged her tightly. "I got here as soon as I could find you. You're okay?"

"Aside from having the creeps, and a small problem with height—I'm great," she said with a small laugh, glancing up to find a familiar pair of fathomless gray eyes behind a Slytherin mask. "Sirius! I take it this means that Snape has been dealt with too?"

"Indeed," Sirius stood up briskly, offering a hand to her. "But I'm more concerned about you."

She took his hand, and allowed herself to be pulled up to her feet. Glancing over at Lucius' form on the ground, she shook her head. "Oh I'm much better than he'll be in a little while."

"So I believe this means that Lily and I will be off to finish what's left of the ball," Lockheart asked, flashing another grin in Lily's direction.

"Err, I guess so," Felicity said hesitantly, looking to Lily for confirmation.

Lily rolled her eyes, but nodded. "Well of course. I mean after you've been so kind to help us I wouldn't dream of not having at least one more dance."

"Splendid," Gilderoy exclaimed, rocking back on his heels. "Shall we go?"

"Sure, there's just one thing I have to do first," Lily smiled widely, and pulled out her wand. Without a word, she tapped her wand on his head. The final yellow flash of the evening went off, and Lockheart didn't move.

"I think I would like to dance with you Gilderoy," Lily said sweetly. "After all, you've been such magnificent company tonight."

"You would? I have? I mean…what," Lockheart asked blinking furiously. "I don't remember even coming down for the ball."

"Oh no," Lily exclaimed. "I knew I shouldn't have let you drink that punch for me! You offered to test it to make sure James or Sirius hadn't spiked it!" She looked over at Sirius, glaring disapprovingly.

"Guilty as charged," Sirius said flatly. "I put some of the Prewett Brother's Forget-Me-Not Elixir in the whole bowl."

"Well I never," Lockheart shouted angrily. "People are going to be popping up with missing memories all night! What kind of person would _do_ something like that?"

"Roy, let's get going. I'm so sorry this has ruined our date," Lily said genuinely as she could manage. "This is just awful."

"The only place we're going is _straight _to the headmaster! I hope you get detention for the whole next term Black!"

"Oh, no—not that," Sirius begged with a convincing frown. "Please!"

Lockheart hadn't stayed to listen, and Lily was after him with a contented wave toward her friends. Felicity waved in return, and breathed a sigh of relief.

"And why is it called 'Forget-Me-Not'," Felicity questioned.

Sirius laughed, "I'm not sure why Gideon and Fabian call it that. I think they just liked the ring of it actually. You could ask Molly, though. Sure their sister would have some idea."

"Did you actually put the potion in the punch?"

"James was doing it when I came to look for you actually. And poor Remus got stuck dancing with Narcissa," Sirius snickered, sticking out his tongue in repulsion. "But you know, we could go get at least one dance in." Felicity slanted her mouth knowingly as she felt his arms slip around her waist.

"I think I'd like that actually," She mused, inching her face closer to his. "Unless you had something else in mind?"

"Oooooooh!"

James' voice cut through the tension in an instant, but neither of his friends moved from their embrace. Even a small glare from Sirius didn't stop him from continuing on his jibe.

"Well if you two are done playing kissy face, Moony needs to be rescued from the Ice Queen in there. And we have one last prank to pull off this evening."

"I almost forgot! You know I want a good spot to watch this from too," Felicity exclaimed.

"Just make sure you stay close, because it's going to get crazy in there," Sirius pulled away, grabbing her hands quickly, and kissed them both. "Okay?"

"Come on Padfoot," James begged impatiently. "Let's go!"

Felicity rolled her eyes, and nodded. "I'm right behind you two. Now, go!"

She watched them go before walking toward the still prone Lucius. "If you can hear me in that wonderful memory-loss nap you're taking…I want you to know that I sincerely hope you and Narcissa have awful, bratty, little blonde babies. After all, you're _perfect _for each other."

With that Felicity mingled her way through the crowd inside, which proved to be no easy task. Though she had a very good idea of what they were all gathering to see. She made it to front edge of the circle just in time to see three boys in silver and emerald mask, each with long black hair tied in a matching ribbon standing back to back.

What everyone else saw to be Lucius, Crabbe and Goyle—she knew to be Sirius, Remus, and James. They pointed their wands to the ceiling, and smiled.

Gasps filled the hall once more, making their spell casting impossible to hear, but the jets of silver light were warning enough. In an instant the enchanted ceiling turned dark and cloudy, and lightning ripped from one end to the other. A downpour of rain started, and students scrambled madly. Some professors were trying to calm the panicking throng, whilst others struggled to find an appropriate counter-curse.

Felicity was knocked in every direction possible as students, instruments, chairs, and candles went off in every direction. Suddenly a hand grasped hers pulling her along, out of the Great Hall.


	8. Shadows

The moving staircases had become even more treacherous with the endless stream of soggy people who kept colliding and stopping in turn. Felicity could catch bits of phrases as she passed, being lead on by a hand holding hers tightly.

They were up two more flights of stairs, and waiting on a third to finish swinging into place before she ventured a glance back toward the entrance hall. Professor McGonagall was making her way up the stairs in a tizzy, checking on various students as she went. Though something had apparently just caught her eye as Felicity found her gaze transfixed in her own direction. Glancing up she could see whichever of her cohorts was guiding her was still wearing his mask. She opened her mouth to warn them, but it was too late.

"You! You stop _RIGHT THERE_ young man," screeched the enraged woman. "Don't move another step!"

"Come on, hurry," The boy called to Felicity as he tugged on her hand forcefully. Without a second wasted, both dashed up the stairs and into the fourth floor corridor. The echos of Professor McGonagall still yelling from the stairwell were getting closer as they skidded around a corner and down yet another long corridor.

"There's nothing but classrooms down here," Felicity protested. "She's going to catch us!"

His only response was a small laugh as they continued to sprint toward the wall of windows at the end of the corridor. Another infuriated growl issued behind them, louder than before. Each classroom door slipped away as they sprinted, another chance for sanctuary gone. Professor McGonagall's shadow was getting smaller as she neared the corner they had rounded a minute before. Suddenly, the boy stopped in front of a small door, quickly unlocking with a wave of his wand. He threw open the door, pushing Felicity in ahead of himself before ducking in and pushing the door closed once more.

Both of them gasped for air, the smell of mildew and age filling their noses. Felicity squirmed against the boy, though there was barely room for either of them to move. Her eyes strained against the darkness around them, but even he dim moonlight around the edge of the door offered no aide.

"Ouch! I think theirs a broom in my side," she whispered hotly. She could feel her own breath come back on her lips, seemingly rebounding off her companion. She jumped as she felt his hand release hers only to be placed over her mouth. His heaving breathing slowed forcibly as she willed her own to be silent.

A brighter light seemed to ebb and bob in time with the click of each heel in the corridor beyond the door. The creak of one classroom door after another swinging open and closing in turn made them tense anew each time. Felicity could feel his pulse through his palm against her lips, sure that hers was beating even faster.

The wand light glowed brightly, and came to stop outside the cupboard door. Neither teen moved as the last click of her shoe sounded against the stone floor. The metal handle gave a soft report at her touch.

"Minerva," came a more distant voice, causing both of them to jump. "_Minerva_! You must hurry! It's worse than we feared, several students are complaining of losing memories of the evening. We found two of the Slytherin boys responsible passed out in the bathroom and on the balcony. Wouldn't be surprised if those ridiculous Prewett twins had something to do with it! We'll need you're help for sure though," the witch called out.

The light from her wand seemed to linger for an instant longer before turning quickly, and bounding again with her hurried pace. After the light had left, and the corridor was quiet again, the boys hand fell to his side.

"That was close," he mumbled in relief.

Felicity sighed loudly, "Take off that stupid mask; I can barely hear a thing you're saying."

"Don't worry about that. Are you alright," He asked gently.

"I'm great. That was the most fun we've all had in a while," she said with a smile. She couldn't help but notice how close they still were, heat radiating from him like a fire.

"Good."

That was the only thing he said before he pulled her close, and found her lips with his own. Every muscle in her body tensed with the force and surprise of his kiss. The impact of her back against the wall was softened by his arm around her waist and his free hand bracing the wall next to her head. Lily had been right, there was no difference in kissing with his mask still on.

He was the first to pull away ever so slowly, lips tingling as they caught their breath. Felicity felt herself smile, even if he couldn't see. She had imagined it before, but never like this. She knew that there was only one boy who would kiss her like that—and that was Sirius Black.

"I…I…," He began, searching for words. "I hope you didn't mind that."

"Why would I," She bubbled excitedly.

"I just didn't know if that was something you'd been expecting," he said quietly, almost inaudible behind the mask.

"Um, yeah! Too be honest I've been expecting it for a while now," she giggled.

"Really," he asked happily. "Good. Because I've been wanting to do it for a while now. I love you Felicity."

Her smile grew even wider, and she stretched up to kiss him again. The warmth of his lips through the cool touch of the mask was an odd sensation, but not one that she seemed to mind.

"I love you too, Sirius," she said quickly as they pulled apart once more.

He cleared his throat, and began to search from the doorknob behind him without a word. With a scrape of metal gears, they spilled out into the moonlight. His mask gleamed brightly, and the breeze of fresh air caused her to sigh contentedly.

"We should meet up with the others now," he said in a flat tone before heading toward a large portrait on the opposite wall.

"Definitely," she chimed. "No doubt James will want to celebrate our ridiculous venture, and Remus will be thrilled that we pulled this whole thing off I think!"

"Yes, I imagine that's exactly what they'll do," he said quickly. They both stood in front of the painting which Felicity could now see housed a sleeping wizard in red robes.

"Excuse me, but we need to use the passage up to the Astronomy Tower if you don't mind," She said sweetly, weary of what the portrait might say if he woke offended.

"Grrhuh," the old wizard asked opening one eye. "Yes, yes. Shut up and go."

The portrait swung open sending a fair amount of dust blowing around the couple. He pulled out his wand and flicked it easily, "Lumos."

He passed his arm in front of her, offering her to go ahead of him. She smiled and nodded, but she couldn't help but feel he was being a little too quiet.

As they traveled along the secret passageway, the anxiety over his silence started to tug on the back of her mind. She thought that telling him she loved him back would have been what he wanted to hear, that because he said it first—she was in the clear. Could it _really_ be considered too forward to _return_ the affection he had already expressed?

They reached the end of the tunnel easily, and she waited for him to stop next to her before leaving. She swallowed and took a breath, hoping to clear her worry from her mind. Though her efforts proved useless as he pushed open the long painting that served as a door—once again without saying anything.

"Is everything alright," she called after him quietly. The last thing she wanted was to bring this up in front of all the others.

"_Of course_ everything is alright," came a booming voice from past them in the open air of the lower staircase that led up to the top of the Astronomy tower. "Everything is _SMASHING_," James said enthusiastically.

"What's gotten into you," Felicity laughed as they all began to share hugs, and cheers.

The half moon hung peacefully in the sky, _ironically_ without a cloud to be seen in any direction. She reached up and pulled off her white, feather half-mask, brushing her hand across her now exposed face.

"Yes! Almost forgot we can take these awful things off now," Lily said with pleasure.

Felicity looked around as each of her friends faces reappeared in turn, when her heart skipped a beat and plummeted into a vast icy chasm.

For standing next to James, smiling and shaking hands was _not_ Remus Lupin. She whirled around, knowing exactly what she was about to find in the face of the boy at _her_ side.

There—with a sliver mask in his hand, and a hollow smile on his face—was _not _Sirius Black.

Instead, the boy she had kissed in a broom cupboard that now seemed so very far away…

was Remus.


	9. Breathe

_Author's note: Thank you so much to everyone for being so VERY patient for this chapter. I will be continuing on with the story, and I'm so glad that all of you have stuck with me. Enjoy! *P.S. I've just updated this chapter to correct a few grammar issues, and remove some parts I didn't altogether like. Not much though!_

* * *

Every breath she took felt cold and hollow in her chest. Her dress seemed to be too tight, and her cheeks much too hot. She fought to pull her eyes away from Remus, her head still swimming in confusion.

The smile that graced her face felt like someone else had put it on.

Sirius lifted her off the ground in a sweeping hug, chattering about how marvelously everything worked out. She did not look back at Remus as he left—she couldn't.

The feeling that seemed to be eating at her didn't make enough sense. It was anger—that boiled on the point of pain. As far as she could see he had stood there and made an idiot out of her—an idiot of them both!

Yet she couldn't ignore the embarrassment shamefully rising from underneath her anger. Surely she should have seen this coming. It should have been as clear as the piercing gaze Sirius had fixed her with just now.

"What could those busy little wheels of your delightful mind be doing," he asked playfully.

Felicity tucked a loose strand of her hair behind her ear in hopes of buying a solitary moment to collect a satisfactory lie. "Just taking in the night, and marveling at how we actually managed to pull it off."

James had seemingly managed to hold Lily's attention just long enough to have led her up the spiral stairs toward the observatory. Felicity and Sirius were finally alone.

"Well you might have had a little something to do with that," Sirius remarked.

"Do you think so," she asked with a grin.

Her feet touched the ground, but Sirius kept her close. His warmth enveloped her completely. Anger, embarrassment, worry-it all seemed to be melting under his stare. His grey eyes sparkled in the moonlight, pulling her away from every thought she had been fighting. A twinge of guilt seemed to tell her to pull back, but she had no intention of listening.

"You've got glitter on your nose, you know," he mumbled, voice just above a whisper. The tip of his nose brushed against hers as she shook her head ever so slightly. He placed a hand on her cheek, and gave her a wicked grin.

No words were needed as he closed the tiny distance between their lips. She felt herself stretch upward as he wrapped his arms around her. Her delicate fingers slipped under the ribbon holding back his long hair, untying it with ease. The night's breeze tugged it from her faltering grasp as she allowed her hands to become tangled in his hair.

His hands settled on the small of her back most happily. He moved them both to the nearest wall since balance had apparently become optional in the past few moments. His hand reached out to find the stone hidden in shadow when his eyes could not be spared.

Both of them had been dancing around this for weeks. He was too stubborn to admit that he wanted her, and she was too smart to give in first. It was quickly becoming obvious that reason had no place in what was happening here. Sirius wrapped his arms tighter around her waist, pulling her deeper into their kiss. Felicity began to loosen his tie, and it wasn't until she felt the wall at her back that she paused. Realization washed over her—this was the second time in as many hours she found herself in this position.

She placed a hand on his chest pushing away, but somehow her lips seemed to be conveying an entirely different message. She didn't want to stop—not really. The words she needed to string together only escaped between small breaths and kisses.

"Sirius- I- there's something- I need to- something- Sirius," she managed.

"Something wrong," he asked breathlessly.

"No. No! Just the opposite," she whispered into his shoulder. "But there's something I have to tell you."

* * *

"And I believe that is the North Star just there," James pointed up over Lily's shoulder.

"Actually, that's the tip of Sygnus. The swan constellation," Lily corrected him.

James messed his hair in his usual fashion, "Ah yes, well. I'm all turned around up here. They're alot different this close up."

"Is this the best you can do Potter," Lily asked pointedly.

James blinked at her blankly, "Well I might not be as good at astronomy as you Evans-"

"That's not what I'm talking about. You've been trying to get me alone with you for months, and then there was that ridiculous mess on the dance floor earlier. We're now actually alone. And this-this is the best you can muster?"

"What," James replied coyly. "I...I certainly don't know what on earth you're going on about."

Lily didn't miss a beat. "No? Alright then. Goodnight." She turned to leave at once.

"Evans, hey wait! I meant-"

James had closed the gap between them quickly, and stopped just a foot from Lily. Surprise flashed in his eyes as he found himself so Lily so close to her again.

"You meant what?"

"Well you might be partially, somewhat-perhaps you're on to something," James managed awkwardly.

Lily was growing impatient, "About...?"

"The dance," he added quickly. "I did make kind of a right mess off things. And I'm sorry old Snivellus smudged that dazzling red lipstick of yours."

James took a step closer daring to tempt chance twice in one night. She had caught him off guard, but now he had her right where he wanted her. This was his arena, and he was a master of flirtation.

The look in Lily's eyes seemed to soften, and he knew this was his chance.

"Yes, that was a bit unexpected. Funny though, it didn't seem like something Severus would have done."

"Really," James laughed. "Suctioning on to an unsuspecting girl's face? Seems just like him if you ask me."

This time it was Lily who stepped forward, closing the space between them to mere inches.

"You wouldn't ever do something like that though, would you James?"

His name on her lips proved to almost be more than he could handle. His voice was lost for a moment, and he only found it quickly enough to toss out an uncomfortable, "No."

Lily let him lean forward, eyes closed before she stopped him.

"I guess what I meant to say was that Severus is a much better kisser than what he did on the dance floor tonight—but I'm sure he was just nervous."

James froze in place with his eyes open wider than the first time he'd ducked a bludger. There were no words. He had no voice. Not a single noise escaped him.

"Hrm. Well goodnight," Lily chimed as she bounced down the spiral staircase.

* * *

Remus starred into the deeping black of the top of his four-poster bed, listening to the ringing silence throughout his dormitory room. James had shuffled in a few moments before, and collapsed on his own bed without a word.

This didn't bother Remus in the least. Discussing the evening was literally the very last thing that he wanted to do right now. He turned over to look at the small glass vial on his bedside table, still corked and full of a bright yellow potion.

The clouds moved past the window allowing the moonlight to lap against the darkness like a gentle wave taunting Remus to simply give in. Taking a forgetting potion seemed like a much better alternative to the feeling he had been drowning in since leaving the astronomy tower. His arm felt strangely light as he stretched out to grab his rescuer.

At that moment a soft thud toward the end of his bed startled him. The crash of the small vial against the hardwood floor brought his frustration with the events of the day to a completion. He turned over quickly to see who or what had caused his most recent trouble.

"Sorry Mate, I didn't mean to startle you. What was that," Sirius asked in a low whisper.

Remus felt his heart race, and his words could find no purchase. His first thought was to brace for a fist to his nose, but that quickly changed to finding a reasonable excuse for what had happened.

Sirius looked puzzled, "You alright, Mooney?"

"Yeah, sorry. I—that was just an extra bit of the forgetting potion I had left over. Never know when you might need it. I was going to put it away when you sat down. Must have bumped it off the edge."

"Bad luck. We can always get some more though," Sirius said as he clapped his friend's shoulder quietly. He thought he felt Remus flinch, but he couldn't be sure.

"Right," Remus said quickly. "Everything alright with you then?"

"Yeah, I was just going to tell you that 'Licity told me everything—and I'm glad."

Remus coughed loudly, and shifted toward the head of his bed. A few mumbles could be heard from the other beds in the dorm, but no one roused.

"She did," He managed softly. "You are?"

"Absolutely. If it hadn't been for your quick thinking you would probably both be on a train home right now."

"Right," Remus nodded.

"It's funny. She thought that you might have thought that I would have thought it was strange—you two being stuck in that tiny closet together. But I told her that there was no one I trusted more than you and James."

"Same here, mate."

"I know. I told her that you wouldn't think anything of it."

"Not at all," Remus said with a shrug. "I knew you'd be fine too."

Sirius nodded, "Yeah. Well, I'm gonna get some sleep then."

"Me too. G'night Padfoot."

"Night, Mooney."

Remus pulled the rope to let curtains of his four-poster fall to a close. There was no chance he was going to sleep—not now.


	10. Trains

Felicity let the water wash up over her feet as the sun continued it's descent over the horizon turning the sky shades of blue, pink, and gold. Gidget-her pygmy owl-hopped delightedly in the sand and preened herself carefully after finishing her treat. Felicity drew her legs to her chest to rest her chin atop one knee. She was deliberately ignoring the letters she held in her hand because she knew perfectly well what they contained.

One would be a letter from school setting out all of her courses and supplies she would need for her 6th year.  
Another would be a letter from Lily describing her amazing trip to India with her parents and about how tired she's gotten of James' letters about his Quidditch lessons, but how she couldn't wait to see Felicity soon in London.

The letter from her parents would be them telling her they would meet her in London between business trips to purchase her school things, and they hoped she had a good time in Brighton with her Aunt and Uncle.

Finally, the last one would be from Remus. It would be just like his others all summer long to which she had written no reply. In his first letter he acted as if nothing had happened, but rather gone into some detail about a new book on advances in Lycanthropy treatment in Bulgaria. His second letter then apologized for the first, and for everything that had happened in the broom cupboard on the night of the masquerade ball. The third—and most recent before the unopened letter she held now—had been a long explanation about why he thought he shouldn't need to apologize about his behavior or being honest about his feelings, and rather he thought Felicity had been out of line to be cross with him in the first place.

The new letter would probably be about how sorry he was to presume how she was feeling, but he was concerned about not having heard from her all summer.

Tears rolled down her face as the sun disappeared entirely behind horizon. Gidget nuzzled her free hand, nipping softly at her fingers. "Go ahead, Gidg. I'll see you later." Felicity managed gently. The little owl needed no other encouragement to be on its way, and gracefully took off to find its evening meal.

Felicity wiped her eyes trying to force the tears to stop, but it just seemed to make things worse. She felt bad for not writing Remus, and even worse for being upset with him for what happened. How could she have known it was him, and not Sirius? Why had kissing him made her feel like this? What made her not tell Sirius the truth? Every time she thought about it her heart sank and her stomach turned in knots. She sighed and pushed herself up off the sand.

"Felicity, come on inside. You're dinner is getting cold," came a loud female voice from beach house up the hill. She glanced up to see her Aunt Galena leaning over the back deck railing waving her arms in the air. Felicity laughed a little as she remembered their conversation yesterday evening. Apparently her aunt still hadn't understood that waving your arms over your head didn't actually make you any louder.

"I'll be right up," Felicity shouted back. Her tears had stopped for the moment, and she was grateful to not have to explain them to her Aunt or Uncle. She grabbed her sandals and stuffed her letters into the pocket of her sundress. Those would have to wait until later.

Aunt Galena had stopped waving her arms, but insisted on doubling her volume to make up the difference. "Your Uncle and I want you to get to bed early tonight, too. You'll want to look your best for your trip into London tomorrow you know!"

Felicity rolled her eyes. The last thing she wanted was another reminder that summer holiday was over; because that meant she was out of time to avoid Remus any longer.

* * *

The long whistle and billow of steam signaled their departure from King's Cross Station. Felicity smiled as she looked out her window at the crowd of parents and families waving from the platform. Though her parents weren't among the throng, but it made her happy to see the Potters and the Evans' beaming up at them.

"Mum and Dad can be so embarrassing sometimes," Lily said with a sigh, turning the page in her most recent copy of Witch Weekly Magazine.

"I think it's fantastic," Felicity remarked offhandedly. She riffled through her bag in the overhead bin until she produced a leather bound book with no print on the cover. "Here, go ahead and read the entry I made on the train ride to London."

Lily raised an eyebrow as the journal landed in her lap. "So this will explain what you haven't been telling me all summer?"

Felicity turned back to her bag, and shrugged. "What do you mean?"

"Come on 'Licity, I've know you since first year. I can tell when something's bothering you, and you've been on edge all week." Lily pursed her lips in defiance, and went back to her magazine.

"Hey," Felicity yelped as she glanced back to her friend. "Don't just leave it sitting there! You know Sirius and James will show up any second."

"And if it weren't for me you would have wondered into Diagon Alley the other day just to try and avoid them—so _don't _try and act like nothing is going on."

"Nothing _is _going on. Well of course not nothing that shouldn't be," Felicity stammered as she continued to arrange things in her bag for the fourth time.

"What's going on with who," came a voice from the door of their compartment. Felicity jumped as James stepped into the compartment. "Steady there Stewart, you look like Wormtail just asked you for a shag."

"Merlin's beard, Potter. You're disgusting," Lily said as she promptly opened the journal.

"But you know you love me," James said suggestively. He threw himself down next to Lily, trying to read over her shoulder. "What's it you got, Evans?"

Felicity finally abandoned her bag, and spun around. James looked at her quizzically, and Lily pulled the book toward her chest. "Do you mind Potter? I hardly think you'll find my potions notes from last term of much interest."

"You've got to be kidding me! Evans...Classes haven't even begun," James pleaded. "Do things have to be all work and no play with you?"

He winked at her as he turned in his seat and laid his head in her lap. Before Lily could say a word, the train jostled to one side, throwing James in the floor. A bark like laugh rang out from the door as Sirius stepped inside, and over a very huffy James. Felicity felt her heart jump and catch in her throat. Sirius looked at her with a smile and ran a hand through his hair."Uh..hi."

Felicity smiled back at him. "Hi," she replied. Suddenly her cheeks get hot, and she couldn't help but taking a mild interest in her shoe laces.  
Sirius looked down at James, and stuck out his hand. "Prongs, you will never learn mate."

"Nah, she was eating out of the palm of my hand," James said with a wink at Lily.

Lily rolled her eyes, and slammed the book shut. "Your ego is starting to make things a little crowded in here; I'm going to see if I can go find Molly." She handed the journal back to Felicity with a knowing look. "Can you hold onto these for me? I'll need them for my Slug Club meeting tonight."

"Sure thing," Felicity managed. She wasn't sure how much Lily had read, but she hoped it was enough. "If you see Mooney-"

"I think he's in the prefect meeting," James scoffed. "Can you believe that, Prefect?"

"If I see him, I'll be having a word with him." Lily said plainly. Felicity's stomach dropped as though she had just missed a step going down a flight of stairs. "He didn't write me once all summer." She smiled at Felicity and closed the compartment door behind her.

"I wrote her loads of times, but does she mention that," James muttered as he plopped down next to the window.

"She told me you wrote her, Prongs," Felicity said as she stuffed her journal back into her bag. "Even wrote me _about _you writing her."

"She did," James asked hopefully. "I knew it!"

Sirius stepped behind Felicity and wrapped his arms around her waist. In one smooth motion he had sat down with Felicity in his lap.

"Sirius," she protested. "What do you think you're doing?"

Sirius grinned mischievously. "What does it _look _like I'm doing?"

"Making me sick," James blurted out moodily. "Honestly, you two don't have to rub it in."

"Sorry," Felicity said bashfully. She shifted sideways in Sirius lap to lean against the window, "I thought things were going well with you and Lily?"

James threw up his arms in exasperation. "So did I! But after the Astronomy Tower incident—"

Gideon Prewitt opened the door and stuck his head inside their compartment, "Potter, someone's locked Pettigrew in a trunk."

"We'll that's just fine. After all…I'm in the mood to hex the hell out of someone," James quipped as he stood to go. "You coming, Padfoot?"

"Uh…" Sirius looked at Felicity questioningly as she hopped up from his lap.

She smiled at him knowingly, "Well come on. Let's go!"

The three pushed out of the compartment into the narrow passage to follow Gideon. The train rocked from side to side as they hurdled through the countryside. James grumbled as they shoved through a group of terrified young Hufflepuffs that appeared to be lost.

"Uh, Gideon…", James began.

"Just into the next car," He shouted over his shoulder. He looked back just in time to barrel straight into the snack cart attendant in an explosion of Galleons, Knuts, Butterbeer, Chocolate Frogs, and Bertie Bots Every Flavor Beans.

"Well I NEVER," yelled the attendant. James, Sirius, and Felicity managed to slip past as she continued her tirade on the importance of proper train behavior to Gideon.

"Sorry," mouthed Sirius over her shoulder as they left.

Once they reached the door to the next car a slightly winded James pulled the door, and gestured for Felicity to go first. "Brains before beauty."

"I thought it was ladies first," Felicity chided as she backed through the door. The train leaned heavily as they rounded a bend in the tracks, tipping her off balance. She squeezed her eyes shut and braced for the impact of the floor, but it never came. Instead she found herself stumbling into something much more giving.

Or rather—someone.


	11. Honesty

A pair of arms awkwardly embraced her as the train finished its tilt and righted straight once more. "I'm terribly sorry. I didn't even see you," he started. "I—oh."

Felicity blew a strand of curls out of her face to look up into a pair of dark brown eyes staring down at her—Remus' eyes. "Mooney," she yelled enthusiastically. The lines in his face twitched, and Felicity could tell he thought she was being a little too enthusiastic. She struggled against him to stand back on her own, "I—we—uh. Sorry, I didn't mean to—"

"I was just coming to find you all," Remus interrupted. He was smiling politely as he helped her to her feet. "You'll never believe where I just found Wormtail!"

"Don't tell me," James grumbled. "Locked in a trunk?" Remus shot him a puzzled look. "Gideon told us. That's where we were headed just now."

Sirius pushed past James to offer Felicity a hand, "You alright?"

"Of course," she managed. Her fingers interlaced with his instinctively, and she gave Remus an uneasy smile. "Glad we finally caught up to you though Mooney."

Sirius didn't notice Remus' eyes flicker down to their joined hands before he clapped him on the back. "Nice catch, mate."

"Wish I could say the same for Wormtail," he mused. "He's going to have to go straight to the hospital wing when we get to school."

James huffed silently to himself as Remus started in on the story. His side still stung from his roll in the floor a little while ago, and now his chance at blowing off steam was gone too. He glanced back through the glass into the next car just in time to see a flash of brilliantly red hair. With a smile he eased the door, and slipped through unnoticed.

Lily clicked the door in place behind her. The sun filtered in through the dusty windows of the luggage car as the train rumbled down its timeworn path. Judging by its outward appearance, the expanse before her seemed to be larger than it out for being just one train car. She scanned the room for any indication of order to the storage process, which seemed to a futile effort. Holding her wand in her teeth she twisted her hair back into a neat bun and pushed a pencil through to keep it in place.

The door behind her slid quickly open, and shut again suddenly. Lily spun about immediately with her wand at the ready. "Say one word and I'll jinx you so hard your children will feel it."

"That's pretty serious threat there, Evans," James suggested with a roguish frown. He didn't seem the least bit concerned as he stepped forward. "You wouldn't be up to no good, now would you?"

Lily stepped forward to meet him and extended her wand to his chest. "Potter, what I do is none of your concern. Now, I think it's best you go back to whatever rock you crawled out from under before I make good on my warning."

The bespectacled boy didn't move, but rather rolled his eyes. "What _is_ your problem? I see you sneak off into the luggage cart alone and come to check on you out of concern. And how do you thank me? Honestly! Why do you hate me?"

"I've lost count of the reasons I can't stand you, but for starters—you're trying my patience," Lily spat.

James leaned closer with a smirk, "And you're not paying attention."

The redhead glared in confusion. She could feel his breath on her face and her eyes darted to his lips, which were now much too close for comfort.

Potter seized his opportunity, "Expelliarmus!"

Lily's jaw went rigid as she watched her wand fly out of her hand and disappear between stacks of luggage. "James, you moron! I'm never going to find that!" She turned to begin her search when she found his wand pressing into her sternum.

"I'll help you find it in a minute," James conceded. "But for the moment, we need to talk."

"Really nice…holding a girl up like she's a criminal." Lily seethed. "Is this how you treat all the girls you want a go with?"

James shook his head, "Turnabout is fair play, would you say? But I'm willing to play nice if you are." He pulled his wand back, but kept it raised.

Lily crossed her arms in a huff, "Fine! What do you want?"

"I might ask you the same question," James quipped angrily. "But it's not like you'd tell me anyway. No. I've already asked you my question. But now, I want an answer. Why do you hate me?"

"I don't hate you. Not entirely," Lily started. "I just tend to loathe and dislike your general presence." James raised an eyebrow at her, but said nothing. "What? You genuinely don't understand that there is at least one girl in all of Hogwarts that doesn't want to fall all over you every time you look at her?"

His mouth fell open as his hand fell to his side. "Is that really what you think of me?"

"How can I _think_ otherwise, Potter?" She placed her hands on her hips, "I mean for Merlin's sake, you don't even like me! Not really. You just want what you can't have. I must seem like some strange anomaly to you because I didn't jump into the nearest broom cupboard with you the first time you gave me that ridiculous wink of yours."

James shoved his wand in his backside pocket, "I get it. Fine, I get it. You know, I'm just going to go."

"Best idea you've probably had all day," Lily retorted.

"You know what your problem is, Evans," he asked pointedly.

Lily shifted her weight to one foot and tilted her head, "I bet you're about to tell me."

"It's not that you can't stand me," He accused. "It's that you can't stand the fact that you fancy me."

Lily felt the pink flush her cheeks immediately. She rolled her eyes, and turned to make an attempt at finding her wand. "In you're dreams, Potter."

"No you do. You like that I'm arrogant. You like that I won't stop making an idiot of myself in front of you. You like that I want you, but you're too much of a coward to admit you want me too."

Lily spun around to glare at him anew, "What did you just call me?"

"Yeah, you heard me." James bragged as he opened the door to leave. "The sweet and innocent Lily Evans can't confess that she wants a trouble-making, marauder like James Potter. So I'll do you a favor. Why don't you come find me when you're ready to grow up a little Evans."

Lily winced as the door slammed to a close. The train whistle sounded twice to alert everyone to their approach into Hogsmede. "Damn you James Potter," she muttered to herself. Panic set in as she searched for her wand desperately. She jumped to hear the door open once again.

James' head appeared through the opening in the door. "Don't think this means I care or anything, but your wand landed behind that stack with the toad sitting on top of it. You're welcome."

The door slammed shut one last time, leaving Lily with her mouth hanging open. She looked at the door, half hoping and expecting it to open just one more time. When it did not, she simply settled on a belated whisper.

"Thank you."


	12. Feelings

Lucius narrowed his eyes as he looked on to the scene unfolding ahead. Lily Evans and Felicity Stewart laughed contentedly while both tried to let the other be first to step down from their horseless carriage. Sirius Black offered an arm to his foolish cousin, who accepted it with a playful curtsey. Much to the delight of a group of girls by the fountain, Potter tossed a snitch in the air before catching it once more and messing his hair haughtily. He seemed to be uncharacteristically ignoring the mudblood, Evans girl. The lowly looking Lupin and squatty, rat-face boy were nowhere to be seen. The foursome disappeared together through the giant doors leading into the castle, happily lost in their own little world.

"Are you even listening to me," Narcissa asked pointedly.

He rolled his eyes and looked back to his girlfriend. "No, I was too busy trying not to vomit."

"What are you talking about," she laughed. "You say the most peculiar things. Doesn't he just say the oddest things Severus?"

The pallid, black-haired boy stepped forward at the sound of his name, "Yes, quite." Though, if Snape had been perfectly honest, he agreed with Lucius entirely. His eyes had only left Lily when she had disappeared from view.

"I know that it was them—that whole stupid mess at the ball. It just had to be. I mean who else would try and make it out to be us," Lucius hissed. "My father had to come back up here personally to demand that lunatic they call a headmaster still give me my rightful place as prefect."

Narcissa placed a loving hand on his upper arm, "You should be head boy."

"Yes, exactly," he agreed definitively. "I just don't know why I can't remember one sodding thing from that night."

"Dumbledore said it had to have been a forgetting potion of some type," Severus chimed in as they began to walk to the entrance hall. "I'm inclined to agree. Though I think we ought to ask Slughorn."

Lucius rolled his eyes in a huff, "No! I'm sick and tired of dealing with Professors about this. They aren't going to help us."

Severus raised a suspicious brow, "What exactly are you suggesting?"

"Narcissa, my dear. Why don't you go on ahead," Lucius suggested. They had stopped just short of the colossal doorway. "Hmm?"

"Alright," she pouted. "But you had better not be too long."

He didn't stay to watch her go, leading Snape over to the lone tree adorning one corner in the flagstone courtyard. A few students continued to walk past taking no notice of the pair or their whispering.

"It's not just that night, is it," Snape asked earnestly.

Lucius shook his head, "No. I can't remember taking a single one of my exams, yet I have marks for them. I remember our agreement about my potions work, but how would I have passed the OWL? I don't remember even dressing for the ball, and Cissy tells me that I arranged for you to go with my cousin."

"Felicity," Severus sneered. "Why?"

"I don't know," the silver-hair boy admitted. "More importantly, why would she agree to it?"

"Couldn't have been that she just wanted to go with me," Snape frowned, sounding offended.

Malfoy laughed, "Oh don't be absurd, Severus."

"Mr. Snape, and Mr. Malfoy," rang a piercing voice from somewhere behind them. "Is there some reason you aren't in the Great Hall with the rest of your house?"

The startled pair turned to see Professor McGonagall glaring at them, arms folded across her chest and lips pursed into a cross frown. "Have you both gone mute, or are you just deaf?"

"No Professor," They answered in unison.

"Then get going! Also, I'll be seeing you in my office after the feast." She ordered. "We've got some unfinished business to attend to.

* * *

The Entrance Hall glowed with torchlight and as the bustle of the crowed echoed loudly against the high stone walls. Some students greeted one another excitedly, promising to catch up on their summers after start of term feast while others chatted about their new haircuts and robes, or simply settled for a hug or a nod. James, Sirius, Felicity, and Lily hadn't made much progress toward the double doors on the right leading into the Great Hall before they heard a few familiar voices.

"Hey Potter, Black," yelled Edgar Bones. "You two ready for practice this week? I booked the pitch Friday!"

"Yes," cheered the pair in unison before starting to chant. "Gryf-fin-dor, Gryf-fin-dor, Gryf-fin-dor!"

Several other Gryffindors joined in the chant as some of the team huddled together, pumping their fists in the air proudly. Other houses sighed, and rolled their eyes as they pushed past the growing group of chanters. Felicity smiled as she looked on, watching James and Sirius get lost in a sea of black, red, and gold. Lily nudged her gently before pointing over their shoulder toward the hall.

"Let's go sit down," was all Felicity could catch through the noise. Lily grabbed her hand and began to push through the crowd together. "Need to talk."

"Who's-gonna-win-the-Quidditch-Cup," James yelled raucously.

The team around him shouted together, "GRYF-FIN-DOR!"

"Who's-gonna-send-Slytherin-packing," Sirius jeered.

"GRYF-FIN-DOR!"

The noise faded behind them as Felicity and Lily emerged from the crowd into the Great Hall. Felicity felt a twinge of guilt to be back in the very place where so much of her newfound troubles had begun. Lily walked to a secluded section of the Gryffindor table to ensure they wouldn't be overheard. Felicity sunk down onto the bench before letting the strap of her bag slide down off her shoulder and dropping it to the floor.

"Those two sure can make a scene when they want to," she mused distantly.

"Yes, yes," Lily fussed. "Which is just fine by me at the moment, because I _wasn't_ kidding. We need to talk."

Felicity turned to look at her best friend, leaning back against the table and bracing herself with both elbows. "Right, then. Out with it. Let's have it. Tell me I'm a terrible person, and I should be hexed into oblivion."

"No," Lily said flatly. "You're not. But you do know what you have to do, don't you?"

The dark haired girl couldn't help but laugh, "Yeah, okay. Well since you can read my mind _apparently_, you tell me what it is I _know_ I have to do."

"For starters, you can't just go on ignoring Remus. You're going to see him practically every hour of every day. So one of two things will happen: it's going to get even more awkward and noticeable, or you're going to lose a very good friend. He deserves to know the truth. They both do."

"I'm not ignoring him because I don't want to talk about it. I don't know what to say. I don't know how I feel. _That's_ what scares me," Felicity blurted out. "I thought he was Sirius when he kissed me. At least I think I did—well of course I did. Didn't I?"

Lily's eyes grew wide as she leaned closer, "You're saying that you have feelings for both of them?!" Her voice was barely above a whisper, and dripping with disbelief. "But I thought…"

"I don't know. I've been trying to sort it all out in my head all summer long. I've felt terrible about ignoring his letters, but what can I do? And you know that keeping it from Sirius is only going to get harder too. Ugh. But I can't tell him now, I just can't."

"You have to do what's right. You've just got to figure out what that is…but right now you have to smile and pretend everything is fine." Lily whispered through a smile. "Here they come."

"I'm getting good at that," Felicity mumbled under her breath.

Sirius, James, and Remus were all walking together laughing loudly at the joke James had just finished. Wormtail was barely visible as his face appeared at each of their shoulders in turn, trying to find the best place he could squeeze in to the group. Sirius used the bench across from the girls as a step, walking up across the table to the other side and hopping down to the floor.

"Padfoot, that's disgusting," Lily shouted. Her voice was lost amongst the cheers and jeers from the other students. She settled on a simple roll of her eyes, and scooted down the bench to allow him room to sit. Felicity smiled up at him with a look of mocking disapproval.

"Mr. Black," sounded a rough voice from over behind them somewhere. "I believe that little stunt will land you in detention your first night back." Professor Kettleburn lumbered over to the group with his cane in hand, and one arm in a sling. "I should think a night of cleaning out the flobberworm tanks will do you some good."

"Professor, did you have another fight with a Blast-Ended Skrewt," Sirius chuckled lightly. "Cause I'd say you look pretty good for being on the loosing end."

"Ten points from Gryffindor and two nights detention then, Black," Kettleburn growled. "And I'd watch it before I give you the entire week."

Sirius sighed as the white haired wizard limped away toward the front of the Hall. "Well I'd say that was worth it," he said with a smile to Felicity. "At least you'll have one less trouble-maker on your hands tonight then Remus."

Remus shook his head with a half grin, "I think I'd have preferred it was you instead of James though, mate."

"Hey," James objected. "I think I should be mildly offended."

"Sorry, seem to have missed something," Felicity asked. She turned to look at Remus, finding him sitting straight across from her with James on his left. "What's tonight?"

Remus sighed, knowing full well he wasn't going to be allowed to finish his sentence, "It's my first night on—"

"First night working for the enemy, you mean," James interjected, playfully. "He's going to walk around with that dumb badge on his chest, telling everyone what to do. Honestly, can you believe this? No more sneaking out. No more hiding under the cloak and tripping people for fun and blaming it on Peeves."

"Now he'll be telling us to go back to our dorms like good little kids, and giving us detention if we don't," Sirius chimed in. "So we've told him that we'd make sure his first night on rounds would be a memorable one."

"That's not fair," Lily argued. "Dumbledore chose him for Prefect, and you two should be happy for him…not causing more problems than he'll already have to deal with."

"Oh, come on Evans," James said sharply. "It's not like you'd be out causing mischief with us. Not the perfectly proper Lily. You're too busy looking down on the rest of us to have any fun."

Lily opened her mouth, but shut it again without saying a word. Her jaw went rigid with anger before she stood up and walked away toward the other end of the table. Felicity, Sirius, and Remus watched her go before all turning back on James.

"What the hell was that about, Prongs," Felicity snapped.

"What," James said with the most innocent face he could manage. "I'm not exactly wrong, am I?"

Felicity couldn't believe it was actually possible for James to be more of an ass than usual. "Actually I'd say that was completely off-mark. What's your problem?"

"He's just a sore loser 'Licity. Don't let it get to you," Sirius offered. He was used to blunting the backlash James typically deserved. "Evans won't give him the time of day, and it's starting to wear on him is all."

"That is not what this is about," James argued.

"Sure it's not, mate." Remus quipped. "But I wouldn't say that's the best way to gain her affections either."

James ran a hand through his hair, and smiled at a few girls sitting down the opposite end of the table. "I would say I'm doing just fine without her _affections_. No, it's settled. I'm over her. Who wants someone like that, anyway? No, no. I'm done. That's that."

"We'll take your word for it," Remus offered. His words seemed to be the definitive end on the matter as the food suddenly began to appear on the dishes in front of them. He welcomed the distraction, as it seems they had forgotten all about his first night as being a prefect.

The feast carried on the same as every year. There was the usual sorting, introduction of professors, and dire warnings about certain and excruciating death if you ventured into the Forbidden Forest. Remus smirked at the thought that he was actually one of the reasons everyone should be keeping out of the forest. The next full moon was two weeks out, and although he wasn't looking forward to it at all, he relished the thought that he would finally be back with his friends. Full moons over the summer were always the hardest, and typically the most frightening.

He hated the feeling of waking up, and never knowing what he had done while he'd been changed; hoping that he hadn't inflicted the same pain and scars that he would carry the rest of his life on someone else. With Prongs, Padfoot, and Wormtail he would at least know they would keep him in check. Though he could honestly say he never cared much for the bruises and scrapes in shapes of hoof prints and claws that he awoke with the next day.

The evening seemed to pass with very little excitement after dinner as far as Remus was concerned. Apparently James and Sirius had decided not to make good on their threats for his first night of hall watch. The bells in the clock tower began to toll eleven, and he stretched with a yawn.

"Just about time that I'd be headed out to meet Felicity," he mused, thinking back to their dance lessons. He let out a ragged sigh, stuffed his hands in his pockets and let his head tilt back as he continued his round down the corridor. Everything had been eating at him since that night; the anxiety about kissing her, the total happiness he felt for just an instant, the confusion from her silence all summer, and now— the guilt. His guilt just about outweighed it all. She had lied to Sirius…or at the very least just kept the truth from him, and by all accounts he was too.

He froze at the sound of steps somewhere close by, and reached for his wand. The tip illuminated, filling the corridor with a soft white light. He looked to one end and the other, but there was nothing but the sound of the steps. His stomach lurched at the thought of what his friends might have planned as he turned his light upward to check for Peeves. The steps where closer now, probably just ten feet away. He flicked his wand again, letting the light die out. He wasn't giving James or Sirius the satisfaction of seeing him gapping around like an idiot.

"I know you're there, just get it over with," he challenged the darkness.

The darkness hadn't yet subsided from the absence of the light, and it seemed to be pressing in on him. The steps came to a stop, and he still wasn't sure where they were. He jumped at the sound of fabric moving, and then the feeling of someone directly in front of him. He screwed up his face and closed his eyes, unsure of what else to do. He was completely unprepared for what happened next. He felt a hand on one of his own, and they squeezed it gently.

"It's me," Felicity's voice pierced the darkness. "And…we need to talk."


End file.
